SPIEGEL CREDIT CORP III
8-K, 2000-12-22
ASSET-BACKED SECURITIES
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                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C.  20549



                                   FORM 8-K


                            Current Report Pursuant
                         to Section 13 or 15(d) of the
                        Securities Exchange Act of 1934


     Date of Report (Date of Earliest Event Reported) December 19, 2000
                                                      --------------------------


                        Spiegel Credit Corporation III
                             Spiegel Master Trust
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            (Exact Name of Registrant as Specified in its Charter)



                                   Delaware
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                (State or Other Jurisdiction of Incorporation)


      333-39062 and 333-39062-01                        36-3976025
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       (Commission File Number)            (I.R.S. Employer Identification No.)



   400 West 9/th/ Street, Suite 101B, Wilmington DE        19801
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       (Address of Principal Executive Offices)                (Zip Code)


                                (302) 429-7609
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             (Registrant's Telephone Number, Including Area Code)


                                   No Change
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         (Former Name or Former Address, if Changed Since Last Report)




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Item 2.   Acquisition or Disposition of Assets.

          On December 19, 2000, Registrants caused the issuance and sale by
Spiegel Credit Card Master Note Trust of $600,000,000 aggregate principal amount
of Class A Series 2000-A Floating Rate Asset-Backed Notes.

          The Registrant is filing final forms of the exhibits listed in Item
7(c) below relating to the Notes.

Item 7.   Financial Statements and Exhibits.

          (c)  Exhibits.

Exhibit
   No.         Document Description
 -------       --------------------

(a)            Not applicable
(b)            Not applicable
(c)            Exhibit 1.1  Underwriting Agreement, dated December 8, 2000,
                            among Banc of America LLC as Representative of the
                            Underwriters, Spiegel, Inc. and Spiegel Credit
                            Corporation III
               Exhibit 4.1  Master Indenture, dated as of December 1, 2000,
                            between Spiegel Credit Card Master Note Trust and
                            The Bank of New York
               Exhibit 4.2  Indenture Supplement, dated as of December 1, 2000,
                            between Spiegel Credit Card Master Note Trust and
                            The Bank of New York
               Exhibit 4.3  Transfer and Servicing Agreement, dated as of
                            December 1, 2000, among Spiegel Credit Corporation
                            III, First Consumers National Bank and Spiegel
                            Credit Card Master Note Trust
               Exhibit 4.4  Trust Agreement, dated as of December 1, 2000,
                            between Spiegel Credit Corporation III and Bankers
                            Trust Company
               Exhibit 4.5  Administration Agreement, dated as of December 1,
                            2000, between Spiegel Credit Card Master Note Trust
                            and First Consumers National Bank
               Exhibit 4.6  Collateral Series Supplement including form of
                            Collateral Certificate, dated as of December 1,
                            2000, among Spiegel Credit Corporation III, First
                            Consumers National Bank and The Bank of New York
               Exhibit 4.7  Form of Spiegel Credit Card Master Note Trust Series
                            2000-A Floating Rate Asset Backed Notes
               Exhibit 4.8  Financial Guaranty Insurance Policy issued by MBIA
                            with respect to the Notes
               Exhibit 4.9  Financial Guaranty Insurance Policy issued by MBIA
                            with respect to the Interest Rate Swap

                                      -2-
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                                  SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                   SPIEGEL CREDIT CORPORATION III
                                   (Co-Registrant)



Dated: December 20, 2000           By: /s/
                                       ------------------------
                                   Name: John R. Steele
                                   Title: Treasurer and Director


                                   SPIEGEL MASTER TRUST
                                   (Co-Registrant)

                                   By: Spiegel Credit Corporation III,
                                   as originator of Spiegel Master Trust



Dated: December 20, 2000           By: /s/
                                       ------------------------
                                   Name: John R. Steele
                                   Title: Treasurer and Director

                                      -3-


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