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(with respect to Fleet Credit Card Master Trust II)
(formerly ADVANTA Master Credit Card Trust II)
(Exact name of Registrant as specified in its Charter)
United States of America
(State or other Jurisdiction of incorporation)
05-0495490
(I.R.S. Identification No.)
111 Westminster Street, Providence, Rhode Island 02903
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (401) 278-6000.
Securities registered pursuant to Section 12(b) of the Act:
|
Title of each class which registered: |
None |
|
Name of each exchange on: |
N/A |
|
Securities registered pursuant to Section 12(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.
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 filed between February 15, 1999 and January 15, 2000 |
Part I, Item 2 |
TABLE OF CONTENTS
|
PART I |
Page |
|
Item 1. 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 10. Directors and Executive Officers of the Registrant |
6 |
|
Item 11. Executive Compensation |
6 |
|
Item 12. Security Ownership of Certain Beneficial Owners and Management |
7 |
|
Item 13. Certain Relationships and Related Transactions |
33 |
|
|
|
|
PART IV |
|
|
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K |
33 |
|
SIGNATURES |
34 |
|
EXHIBITS |
36 |
PART I
Item 1. Business
On October 28, 1997, Advanta Corp. and Fleet Financial Group, Inc. ("Fleet Financial Group") entered into a Contribution Agreement (the "Contribution Agreement") pursuant to which they agreed that Advanta Corp. and certain of its subsidiaries, including Advanta National Bank (the "Advanta Contributors"), and Fleet Financial Group and certain of its subsidiaries (the "Fleet Contributors"), would contribute certain of the assets and liabilities relating to their respective consumer credit card businesses to a newly created Rhode Island limited liability company, Fleet Credit Card, LLC (the "LLC"), initially in exchange for a 4.99% membership interest in the LLC to the Advanta Contributors and 95.01% membership interest to the Fleet Contributors and the assumption of certain liabilities, and, prior to such contribution, the LLC would direct the Fleet Contributors and the Advanta Contributors to transfer to Fleet Bank (RI), National Association ("Fleet (RI)"), a national banking association with its principal executive office located in Rhode Island and a subsidiary of Fleet Financial Group, certain of those assets and liabilities, including their credit card accounts and the assets and liabilities of Advanta National Bank relating to the ADVANTA Credit Card Master Trust II. On February 20, 1998 the Advanta Contributors and the Fleet Contributors transferred to Fleet Bank (RI) those assets and liabilities (collectively, the "Transfer").
On February 20, 1998, immediately prior to the Transfer, Advanta National Bank, as seller and servicer (in such capacities, the "Seller" and "Servicer," respectively), and Bankers Trust Company, as trustee (in such capacity, the "Trustee"), entered into Amendment Number 3 ("Amendment Number 3") to the Amended and Restated Pooling and Servicing Agreement dated as of December 1, 1993 and as Amended and Restated on May 23, 1994 (the "Pooling and Servicing Agreement") between Advanta National Bank as Seller and Servicer and the Trustee to permit Advanta National Bank to assign and delegate to Fleet (RI), all of Advanta National Bank's rights and obligations under the Pooling and Servicing Agreement and to change the name of the ADVANTA Credit Card Master Trust II to the Fleet Credit Card Master Trust II. On February 20, 1998, immediately after Amendment Number 3 became effective and simultaneously with the Transfer, Advanta National Bank, Fleet (RI), the LLC and the Trustee entered into an Assignment and Assumption Agreement under which (I) Advanta National Bank transferred to Fleet (RI), and Fleet (RI) accepted and assumed, all of Advanta National Bank's rights and obligations under the Pooling and Servicing Agreement, (ii) Fleet (RI) became Seller and Servicer of the Trust, (iii) Advanta National Bank was released from any continuing obligations under the Pooling and Servicing Agreement, (iv) the name of the ADVANTA Credit Card Master Trust II was changed to Fleet Credit Card Master Trust II, and (iv) Advanta National Bank and Fleet (RI) filed with the appropriate governmental authorities Uniform Commercial Code financing statements reflecting the transfer to and assumption by Fleet (RI).
Item 2. Properties
The information set forth in the Current Reports on Form 8-K dated February 15, 1999 through January 15, 2000, as filed by the Registrant, is incorporated herein by reference. For the monthly period ending December 31, 1999, approximately 1.72% of the accounts and 4.75% of the receivables were 30 days or more delinquent. The aggregate outstanding balance of such delinquent accounts was $523,872,121.82. 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 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"), the Class B Floating Rate Asset Backed Certificates, Series 96-E ("Series 96-E Class B") the Class A Floating Rate Asset Backed Certificates, Series 98-A ("Series 98-A Class A") and the Class B Floating Rate Asset Backed Certificates, Series 98-A ("Series 98-A Class B") the Class A Floating Rate Asset Backed Certificates, Series 99-A ("Series 99-A Class A") and the Class B Floating Rate Asset Backed Certificates, Series 99-A ("Series 99-A Class B") the Class A Floating Rate Asset Backed Certificates, Series 99-B ("Series 99-B Class A") and the Class B Floating Rate Asset Backed Certificates, Series 99-B ("Series 99-B Class B") the Class A Fixed Rate Asset Backed Certificates, Series 99-C ("Series 99-C Class A") and the Class B Fixed Rate Asset Backed Certificates, Series 99-C ("Series 99-C Class B") the Class A Floating Rate Asset Backed Certificates, Series 99-D ("Series 99-D Class A") and the Class B Floating Rate Asset Backed Certificates, Series 99-D ("Series 99-D Class B").
|
Series/Class |
Monthly Period Ended |
Receivables Written Off as Uncollectible with Respect to the Participation Interests of Certificateholders |
% of Receivables Outstanding on an Annualized Basis |
|
Series 1994-B Class A |
December 31, 1999 |
362,252.69 |
0.00% |
|
|
November 30, 1999 |
733,092.52 |
12.00% |
|
|
October 31, 1999 |
906,953.75 |
7.42% |
|
Series 1994-B Class B |
December 31, 1999 |
147,001.09 |
5.88% |
|
|
November 30, 1999 |
150,930.81 |
6.04% |
|
|
October 31, 1999 |
168,592.42 |
6.74% |
|
Series 1995-A Class A |
December 31, 1999 |
2,945,271.91 |
5.91% |
|
|
November 30, 1999 |
2,997,054.69 |
6.01% |
|
|
October 31, 1999 |
3,320,384.30 |
6.66% |
|
Series 1995-A Class B |
December 31, 1999 |
173,251.29 |
5.94% |
|
|
November 30, 1999 |
172,492.36 |
5.91% |
|
|
October 31, 1999 |
192,479.89 |
6.60% |
|
Series 1995-C Class A |
December 31, 1999 |
2,404,517.88 |
5.90% |
|
|
November 30, 1999 |
2,447,235.31 |
6.01% |
|
|
October 31, 1999 |
2,708,493.59 |
6.65% |
|
Series 1995-C Class B |
December 31, 1999 |
168,001.25 |
5.84% |
|
|
November 30, 1999 |
172,492.36 |
6.00% |
|
|
October 31, 1999 |
192,479.89 |
6.69% |
|
Series 1995-D Class A1 |
December 31, 1999 |
2,551,518.98 |
5.90% |
|
|
November 30, 1999 |
2,598,166.12 |
6.01% |
|
|
October 31, 1999 |
2,877,086.01 |
6.65% |
|
Series 1995-D Class A2 |
December 31, 1999 |
252,001.87 |
5.93% |
|
|
November 30, 1999 |
253,348.15 |
5.96% |
|
|
October 31, 1999 |
282,057.89 |
6.64% |
|
Series 1995-D Class B |
December 31, 1999 |
147,001.09 |
5.88% |
|
|
November 30, 1999 |
150,930.81 |
6.04% |
|
|
October 31, 1999 |
168,592.42 |
6.74% |
|
Series 1995-F Class A1 |
December 31, 1999 |
1,858,513.82 |
5.90% |
|
|
November 30, 1999 |
1,892,025.54 |
6.00% |
|
|
October 31, 1999 |
2,096,602.88 |
6.65% |
|
Series 1995-F Class A2 |
December 31, 1999 |
1,863,763.86 |
5.91% |
|
|
November 30, 1999 |
1,892,025.54 |
6.00% |
|
|
October 31, 1999 |
2,096,602.88 |
6.65% |
|
Series 1995-F Class B |
December 31, 1999 |
220,501.64 |
5.93% |
|
|
November 30, 1999 |
231,786.60 |
6.23% |
|
|
October 31, 1999 |
250,818.40 |
6.74% |
|
Series 1995-G Class A |
December 31, 1999 |
2,126,265.81 |
0.00% |
|
|
November 30, 1999 |
2,166,935.23 |
6.01% |
|
|
October 31, 1999 |
2,396,576.37 |
6.65% |
|
Series 1995-G Class B |
December 31, 1999 |
136,501.02 |
5.96% |
|
|
November 30, 1999 |
134,759.65 |
5.88% |
|
|
October 31, 1999 |
155,268.53 |
6.78% |
|
Series 1996-A Class A1 |
December 31, 1999 |
1,081,508.04 |
5.90% |
|
|
November 30, 1999 |
1,099,638.77 |
6.00% |
|
|
October 31, 1999 |
1,219,189.72 |
6.65% |
|
Series 1996-A Class A2 |
December 31, 1999 |
1,081,508.04 |
5.90% |
|
|
November 30, 1999 |
1,099,638.77 |
6.00% |
|
|
October 31, 1999 |
1,219,189.72 |
6.65% |
|
Series 1996-A Class B |
December 31, 1999 |
131,250.98 |
6.00% |
|
|
November 30, 1999 |
134,759.65 |
6.16% |
|
|
October 31, 1999 |
149,296.66 |
6.82% |
|
Series 1996-B Class A |
December 31, 1999 |
3,192,023.74 |
5.90% |
|
|
November 30, 1999 |
3,250,402.84 |
6.01% |
|
|
October 31, 1999 |
3,597,850.48 |
6.65% |
|
Series 1996-B Class B |
December 31, 1999 |
204,751.52 |
5.96% |
|
|
November 30, 1999 |
204,834.67 |
5.96% |
|
|
October 31, 1999 |
228,311.09 |
6.64% |
|
Series 1996-C Class A |
December 31, 1999 |
2,982,022.18 |
5.91% |
|
|
November 30, 1999 |
3,029,397.01 |
6.00% |
|
|
October 31, 1999 |
3,357,595.66 |
6.65% |
|
Series 1996-C Class B |
December 31, 1999 |
189,001.41 |
5.89% |
|
|
November 30, 1999 |
194,053.90 |
6.05% |
|
|
October 31, 1999 |
210,395.49 |
6.56% |
|
Series 1996-D Class A |
December 31, 1999 |
2,982,022.18 |
5.91% |
|
|
November 30, 1999 |
3,029,397.01 |
6.00% |
|
|
October 31, 1999 |
3,357,595.66 |
6.65% |
|
Series 1996-D Class B |
December 31, 1999 |
189,001.41 |
5.89% |
|
|
November 30, 1999 |
194,053.90 |
6.05% |
|
|
October 31, 1999 |
210,395.49 |
6.56% |
|
Series 1996-E Class A |
December 31, 1999 |
2,126,265.81 |
5.90% |
|
|
November 30, 1999 |
2,166,935.23 |
6.01% |
|
|
October 31, 1999 |
2,396,576.37 |
6.65% |
|
Series 1996-E Class B |
December 31, 1999 |
136,501.02 |
5.96%` |
|
|
November 30, 1999 |
134,759.65 |
5.88% |
|
|
October 31, 1999 |
155,268.53 |
6.78% |
|
Series 1998-A Class A |
December 31, 1999 |
4,751,285.34 |
5.90% |
|
|
November 30, 1999 |
4,835,176.37 |
6.01% |
|
|
October 31, 1999 |
5,357,268.51 |
6.65% |
|
Series 1998-A Class B |
December 31, 1999 |
425,253.16 |
5.92% |
|
|
November 30, 1999 |
431,230.89 |
6.00% |
|
|
October 31, 1999 |
475,917.94 |
6.62% |
|
Series 1999-A Class A |
December 31, 1999 |
2,451,768.24 |
5.91% |
|
|
November 30, 1999 |
2,490,358.40 |
6.00% |
|
|
October 31, 1999 |
2,762,240.39 |
6.66% |
|
Series 1999-A Class B |
December 31, 1999 |
220,501.64 |
5.88% |
|
|
November 30, 1999 |
226,396.22 |
6.04% |
|
|
October 31, 1999 |
247,606.85 |
6.60% |
|
Series 1999-B Class A |
December 31, 1999 |
2,042,265.19 |
5.91% |
|
|
November 30, 1999 |
2,075,298.66 |
6.00% |
|
|
October 31, 1999 |
2,301,026.50 |
6.65% |
|
Series 1999-B Class B |
December 31, 1999 |
183,751.37 |
5.88% |
|
|
November 30, 1999 |
188,663.51 |
6.04% |
|
|
October 31, 1999 |
209,015.33 |
6.69% |
|
Series 1999-C Class A |
December 31, 1999 |
1,244,259.25 |
5.91% |
|
|
November 30, 1999 |
1,230,125.64 |
5.84% |
|
|
October 31, 1999 |
0.00 |
0.00% |
|
Series 1999-C Class B |
December 31, 1999 |
99,750.74 |
5.91% |
|
|
November 30, 1999 |
99,882.00 |
5.92% |
|
|
October 31, 1999 |
0.00 |
0.00% |
|
Series 1999-D Class A |
December 31, 1999 |
2,404,517.88 |
5.90% |
|
|
November 30, 1999 |
2,381,397.08 |
5.84% |
|
|
October 31, 1999 |
0.00 |
0.00% |
|
Series 1999-D Class B |
December 31, 1999 |
220,501.64 |
5.88% |
|
|
November 30, 1999 |
220,791.78 |
5.89% |
|
|
October 31, 1999 |
0.00 |
0.00% |
(Certain terms used but not defined in this Form 10-K Annual Report have the meanings defined in the Amended and Restated Pooling and Servicing Agreement dated as of December 1, 1993 as amended and restated on May 23, 1994 as Exhibit 4.1, to the Registrant's Registration Statement on Form S-3(No.33-05433), as amended by Amendment Number 1 to the Amended and Restated Pooling and Servicing Agreement, dated July 1, 1994, and as further amended by Amendment Number 2 to the Amended and Restated Pooling and Servicing Agreement, dated as of October 6, 1995. Amendment Number 3 to the Amended and Restated Pooling and Servicing Agreement dated February 20,1998, was filed with the Securities and Exchange Commission as Exhibit 4.1 of the Form 8-K dated March 10, 1998) and as further amended by Amendment Number 4 to the Amended and Restated Pooling and Servicing Agreement, dated as of May 14, 1999.
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 29, 2000 there were nine (9) holders of record of the Series 95-A Class A Certificates, three (3) holders of record of the Series 95-A Class B Certificates, eleven (11) 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, thirty-five (35) holders of record of the Series 95-F Class A1 Certificates, twenty-four (24) holders of record of the Series 95-F Class A2 Certificates, three (3) holders of record of the Series 95-F Class B Certificates, twenty-two (22) holders of record of the Series 96-A Class A1 Certificates, eight (8) holders of record of the Series 96-A Class A2 Certificates, one (1) holder of record of the Series 96-A Class B Certificates, fourteen (14) holders of record of the Series 96-B Class A Certificates, two (2) holders of record of the Series 96-B Class B Certificates, nine (9) holders of record of the Series 96-C Class A Certificates, three (3) holders of record of the Series 96-C Class B Certificates, ten (10) holders of record of the Series 96-D Class A Certificates, two (2) holders of record of the Series 96-D Class B Certificates, eight (8) holders of record of Series 96-E Class A Certificates, three (3) holders of record of Series 96-E Class B Certificates, twenty (20) holders of record of Series 98-A Class A Certificates, six (6) holders of record of Series 98-A Class B Certificates, twenty-two (22) holders of record of the Series 99-A Class A Certificates, one (1) holder of record of the Series 99-A Class B Certificates, fourteen (14) holders of record of the Series 99-B Class A Certificates, two (2) holders of record of the Series 99-B Class B Certificates, nine (9) holders of record of the Series 99-C Class A Certificates, three (3) holders of record of the Series 99-C Class B Certificates, ten (10) holders of record of the Series 99-D Class A Certificates and two (2) holders of record of the Series 99-D Class B Certificates.
(c) 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
See the Supplementary Trust Data relating to the performance of the
Trust filed as Exhibit 99 under Item 14(a) hereof.
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
(a)(i) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-A Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|||||
|
|
15.57% |
$93,200 |
|||||
|
|
5.03% |
$30,120 |
|||||
|
|
20.05% |
$ 120,000 |
|||||
|
|
50.43% |
$ 301,830 |
|||||
(a)(ii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-A Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
14.29% |
$5,000 |
|
|
71.42% |
$25,000 |
|
|
14.29% |
$ 5,000 |
(a)(iii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-C Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
16.32% |
$79,760 |
|
|
7.16% |
$35,000 |
|
|
8.59% |
$42,000 |
|
|
38.44% |
$187,855 |
|
|
10.13% |
$49,500 |
(a)(iv) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-C Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
100.00% |
$34,500 |
(a)(v) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-D Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
8.43% |
$43,750 |
|
|
14.37% |
$74,600 |
|
|
40.62% |
$210,800 |
|
|
7.71% |
$40,000 |
|
|
11.42% |
$59,250 |
|
|
5.01% |
$26,000 |
(a)(vi) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-D Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
100.00% |
$30,000 |
(a)(vii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-F Class A1 Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
17.83% |
$67,450 |
|
|
7.01% |
$26,500 |
|
|
17.48% |
$66,120 |
|
|
12.25% |
$46,335 |
|
|
6.91% |
$26,150 |
|
|
7.80% |
$29,500 |
|
|
7.56% |
$28,610 |
|
|
|
|
(a)(viii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-F Class A2 Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
12.59% |
$47,605 |
|
|
17.23% |
$65,165 |
|
|
24.29% |
$91,860 |
|
|
11.90% |
$45,000 |
|
|
21.49% |
$81,275 |
(a)(ix) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 95-F Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
11.77% |
$5,250 |
|
|
32.21% |
$14,375 |
|
|
56.02% |
$25,000 |
(a)(x) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-A Class A1 Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
18.51% |
$40,715 |
|
|
13.07% |
$28,750 |
|
Citibank, N.A. |
5.78% |
$12,725 |
|
|
8.47% |
$18,630 |
|
|
9.09% |
$20,000 |
|
|
14.48% |
$31,850 |
|
|
9.66% |
$21,250 |
(a)(xi) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-A Class A2 Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
7.73% |
$17,000 |
|
|
9.09% |
$20,000 |
|
|
18.18% |
$40,000 |
|
|
33.64% |
$74,000 |
|
|
12.50% |
$27,500 |
|
|
12.27% |
$27,000 |
(a)(xii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-A Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
100.00% |
$26,250 |
(a)(xiii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-B Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
8.95% |
$58,050 |
|
|
6.49% |
$42,100 |
|
|
14.94% |
$96,915 |
|
|
6.78% |
$44,000 |
|
|
12.30% |
$79,771 |
|
|
31.60% |
$205,000 |
(a)(xiv) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-B Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
39.39% |
$16,250 |
|
|
60.61% |
$25,000 |
(a)(xv) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-C Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
6.71% |
$40,617 |
|
|
5.22% |
$31,600 |
|
|
13.87% |
$84,000 |
|
|
12.06% |
$73,000 |
|
|
51.15% |
$309,683 |
(a)(xvi) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-C Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
12.99% |
$5,000 |
|
|
64.93% |
$25,000 |
|
|
22.08% |
$8,500 |
(a)(xvii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-D Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
||
|
|
8.20% |
$49,650 |
||
|
|
7.91% |
$47,880 |
||
|
|
27.41% |
$165,960 |
||
|
|
7.43% |
$45,000 |
||
|
|
35.32% |
$213,870 |
||
(a)(xviii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-D Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
25.97% |
$10,000 |
|
|
35.07% |
$13,500 |
|
|
38.96% |
$15,000 |
(a)(xix) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-E Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
12.17% |
$52,650 |
|
|
5.78% |
$25,000 |
|
|
9.71% |
$42,000 |
|
|
49.02% |
$212,000 |
|
|
7.40% |
$32,000 |
(a)(xx) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 96-E Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
9.09% |
$2,500 |
|
|
36.36% |
$10,000 |
|
|
54.55% |
$15,000 |
(a)(xxi) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 98-A Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
10.62% |
$102,615 |
|
|
7.97% |
$77,000 |
|
|
5.18% |
$50,000 |
|
|
10.36% |
$100,040 |
|
|
9.21% |
$89,000 |
|
|
5.18% |
$50,000 |
|
|
37.67% |
$363,850 |
(a)(xxii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 98-A Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
11.59% |
$10,000 |
|
|
28.99% |
$25,000 |
|
|
23.19% |
$20,000 |
|
|
8.12% |
$7,000 |
|
|
20.87% |
$18,000 |
(a)(xxiii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 99-A Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|||||||||||||||||||||||||||||||||||||||||||||
|
|
7.02% |
$34,950 |
|||||||||||||||||||||||||||||||||||||||||||||
|
|
6.02% |
$30,000 |
|||||||||||||||||||||||||||||||||||||||||||||
|
|
15.96% |
$79,500 |
|||||||||||||||||||||||||||||||||||||||||||||
|
|
9.04% |
$45,000 |
|||||||||||||||||||||||||||||||||||||||||||||
|
|
20.08% |
$100,000 |
|||||||||||||||||||||||||||||||||||||||||||||
|
|
32.54% |
$162,050 |
|||||||||||||||||||||||||||||||||||||||||||||
(a)(xxiv) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 99-A Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
44.45% |
$20,000 |
|
|
22.22% |
$10,000 |
|
|
33.33% |
$15,000 |
(a)(xxv) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 99-B Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
45.30% |
$188,000 |
|
|
43.86% |
$182,000 |
|
|
7.23% |
$30,000 |
(a)(xxvi) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 99-B Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
26.67% |
$10,000 |
|
|
26.67% |
$10,000 |
|
|
46.66% |
$17,500 |
(a)(xxvii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 99-C Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
9.95% |
$25,150 |
|
|
8.43% |
$21,310 |
|
|
8.81% |
$22,275 |
|
|
12.11% |
$30,600 |
|
|
6.05% |
$15,295 |
|
|
33.63% |
$85,000 |
|
|
15.47% |
$39,100 |
(a)(xxviii) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 99-C Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
64.20% |
$13,000 |
|
|
14.81% |
$3,000 |
|
|
20.99% |
$4,250 |
(a)(xxix) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 99-D Class A Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
21.47% |
$105,000 |
|
|
6.13% |
$30,000 |
|
|
6.13% |
$30,000 |
|
|
56.24% |
$275,015 |
(a)(xxx) Each holder of record at February 29, 2000 of more than five percent (5%) of the Series 99-D Class B Certificates is indicated below:
|
Name and Address of Holder |
Percent of Certificates Held |
Dollar Amount of Certificates Held (in $1,000's) |
|
|
55.56% |
$25,000 |
|
|
22.22% |
$10,000 |
|
|
22.22% |
$10,000 |
(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.
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.
Fleet Credit Card Master Trust II
BY: Fleet Bank (RI) National Association, as Servicer
Dated: March 31, 2000
By: /s/John Kirby Bray
John Kirby BrayExecutive Vice President and
Chief Financial Officer
KNOW ALL MEN BY THESE PRESENTS, that each of the undersigned does hereby constitute and appoint Joseph W. Saunders, John Kirby Bray, or either 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, 1999 relating to Fleet Credit Card Master Trust II (formerly 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 Fleet Bank (RI), National Association, as Servicer for the Fleet Credit Card Master Trust II and in the capacities indicated on the 31st day of March, 2000.
|
Signature |
Title |
|
/s/Joseph W. Saunders |
Chairman, President, Chief Executive Officer and Director |
|
Joseph W. Saunders |
|
|
|
|
|
/s/John Kirby Bray |
Executive Vice President and Cheif Financial Officer |
|
John Kirby Bray |
|
|
|
|
|
/s/Michael J. Sheahan |
Controller |
|
Michael J. Sheahan |
|
|
|
|
|
/s/Anne Finucane |
Director |
|
Anne Finucane |
|
|
|
|
|
/s/Robert B. Hedges, Jr. |
Director |
|
Robert B. Hedges, Jr. |
|
|
|
|
|
/s/V. Duncan Johnson |
Director |
|
V. Duncan Johnson |
|
|
|
|
|
/s/Eugene M. McQuade |
Director |
|
Eugene M. McQuade |
|
|
|
|
|
/s/Brian T. Moynihan |
Director |
|
Brian T. Moynihan |
|
|
|
|
|
/s/Evelyn F. Murphy |
Director |
|
Evelyn F. Murphy |
|
|
|
|
|
/s/H. Jay Sarles |
Director |
|
H. Jay Sarles |
|
INDEX TO EXHIBITS
|
Exhibit Number |
Description of Exhibit |
Sequential Page Number |
|
24 |
Powers of Attorney (included on signature page) |
34 |
|
|
|
|
|
99 |
Supplementary Trust Data |
37 |
|
|