<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1998
COMMISSION FILE NUMBER 0-26930
DAYTON HUDSON CREDIT CARD MASTER TRUST
(Issuer of the Certificates)
DAYTON HUDSON RECEIVABLES CORPORATION
(Originator of the Trust Described Herein)
(Exact name of Registrant as Specified in its Charter)
Minnesota 41-1812153
(State of Incorporation) (I.R.S. Employer ID No.)
80 South Eighth Street, 14th Floor, Suite 1401
Minneapolis, Minnesota 55402
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 612/370-6530
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
6.10% Class A Asset Backed Certificates, Series 1995-1
6.25% Class A Asset Backed Certificates, Series 1997-1
5.90% Class A Asset Backed Certificates, Series 1998-1
(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
--- ---
The registrant has no voting stock held by non-affiliates and meets the
conditions set forth in General Instruction J (1)(a) and (b) of Form 10-K.
Disclosure pursuant to Item 405 of Regulation S-K is not required.
DOCUMENTS INCORPORATED BY REFERENCE
None
Index to Exhibits: Page 7
Total Pages: 47
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PART I
ITEM 1. BUSINESS.
Dayton Hudson Credit Card Master Trust (the "Trust") was formed
pursuant to a Pooling and Servicing Agreement dated as of September
13, 1995 (as amended, modified or supplemented, the "Pooling and
Servicing Agreement"), by and among Retailers National Bank, as
servicer ("Servicer"), Dayton Hudson Receivables Corporation, as
transferor ("Transferor"), and Norwest Bank Minnesota, National
Association, as trustee ("Trustee"). The Trust's only business is to
act as a passive conduit to permit investments in a pool of
Transferor's consumer accounts receivable. The Transferor is a
wholly-owned subsidiary of a corporation that is wholly-owned by
Dayton Hudson Corporation.
ITEM 2. PROPERTIES.
The assets of the Trust (the "Trust Assets") include a portfolio of
receivables (the "Receivables") generated from time to time in a
portfolio of consumer open-end credit card accounts (the "Accounts"),
funds collected or to be collected in respect of the Receivables,
monies on deposit in certain accounts of the Trust, any participation
interests included in the Trust, funds collected or to be collected
with respect to such participation interests and any enhancement with
respect to a particular series or class. The Trust Assets are
expected to change over the life of the Trust as receivables in
consumer open-end credit card accounts and other open-end credit
accounts and related assets are included in the Trust and as
Receivables in Accounts included in the Trust are charged-off or
removed.
Exhibits 99.2 and 99.3 to this Report set forth certain information
relating to the Trust's fiscal year ended December 31, 1998. Such
information, which was derived from the monthly settlement statements
relating to such period as delivered to the Trustee pursuant to the
Pooling and Servicing Agreement, is incorporated herein by reference.
ITEM 3. LEGAL PROCEEDINGS.
None.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
None.
2
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PART II
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
In September 1995, the Trust issued $400,000,000 of three year 6.10%
Class A Certificates to the public (the "Series 1995 Certificates").
The Series 1995 Certificates were repaid in full and cancelled in
September 1998 and are no longer outstanding. In August 1996, the
Trust issued Series 1996-1 Class A Variable Funding Certificates in a
private transaction (the "Series 1996 Certificates"). The principal
amount of the Series 1996 Certificates fluctuates and currently may
not exceed $100 million. In October 1997, the Trust issued
$400,000,000 of five year 6.25% Class A Certificates to the public
(the "Series 1997 Certificates"). In August 1998, the Trust issued
$400,000,000 of five year 5.90% Class A Certificates to the public
(the "Series 1998 Certificates").
Although they trade in the over-the-counter market to a limited
extent, there is currently no established public trading market for
the Series 1997 Certificates or the Series 1998 Certificates. The
Series 1997 Certificates and the Series 1998 Certificates are held and
delivered in book-entry form through the facilities of The Depository
Trust Company ("DTC"), a "clearing agency" registered pursuant to the
provisions of Section 17A of the Securities Exchange Act of 1934, as
amended. The definitive Series 1997 Certificates and the Series 1998
Certificates are held by Cede & Co., the nominee of DTC.
The undivided interests in the Trust, other than those represented by
the Series 1996 Certificates, the Series 1997 Certificates and the
Series 1998 Certificates, are owned by the Transferor and the
Servicer.
ITEM 6. SELECTED FINANCIAL DATA.
Not applicable.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
Not applicable.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Not applicable.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
None.
3
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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. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS.
The Transferor is a wholly-owned subsidiary of a corporation that
is wholly-owned by Dayton Hudson Corporation. The principal
executive office of Dayton Hudson Corporation is 777 Nicollet
Mall, Minneapolis, MN 55402.
At the date hereof, 100% of the Series 1997 Certificates and the
Series 1998 Certificates were held in the nominee name of Cede &
Co. for beneficial owners. To the Transferor's knowledge, based
solely on the fact that Transferor has not received notice of any
filings having been made with the Securities and Exchange
Commission reporting the acquisition of more than 5% of the
Series 1997 Certificates or the Series 1998 Certificates, no
person beneficially owned more than 5% of the Series 1997
Certificates or the Series 1998 Certificates. The Series 1996
Certificates are held by an administrative agent on behalf of
several beneficial owners and interests in the Series 1996
Certificates are not freely transferable.
The undivided interests in the Trust, other than that represented
by the Series 1996 Certificates, the Series 1997 Certificates or
the Series 1998 Certificates, are owned by the Transferor and the
Servicer.
b. SECURITY OWNERSHIP OF MANAGEMENT.
Not applicable.
c. CHANGES IN CONTROL.
Not applicable.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Except for the information concerning the compensation paid to
Servicer by the Trust contained in Exhibits 99.2 and 99.3 hereto,
which is hereby incorporated herein by reference, and other
transactions contemplated by the Pooling and Servicing Agreement, the
Transferor is not aware of any transactions or series of similar
transactions during its fiscal year ended December 31, 1998, or any
currently proposed transaction or series of similar transactions, in
which the amount involved exceeded or is proposed to exceed $60,000,
to which the Trust
4
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was a party or is proposed to be a party, and in which any person
known to the Registrant to own more than 5% of any class of
certificates representing undivided interests in the Trust had or has
a direct or indirect material interest.
PART IV
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
a. The following documents are filed as part of this Report.
3. EXHIBITS
99.1 Annual Servicer's Certificate for the year ended
December 31, 1998, Series 1995-1, Series 1997-1 and
Series 1998-1.
99.2 Annual Certificateholders' Statement for the year ended
December 31, 1998, Series 1995-1.
99.3 Annual Certificateholders' Statement for the year ended
December 31, 1998, Series 1997-1.
99.4 Annual Certificateholders' Statement for the year ended
December 31, 1998, Series 1998-1.
99.5 Report of Independent Accountants.
99.6 Report of Independent Accountants on the Monthly
Servicer's Certificates, Series 1995-1.
99.7 Report of Independent Accountants on the Monthly
Servicer's Certificates, Series 1997-1.
99.8 Report of Independent Accountants on the Monthly
Servicer's Certificates, Series 1998-1.
b. Reports on Form 8-K and Form 8 filed with respect to fiscal 1998.
Each month the Transferor files a Current Report on Form 8-K
which includes, as exhibits, copies of the Monthly Servicer's
Certificates and the Monthly Certificateholders' Statements
relating to the preceding monthly period, which certificates are
required to be delivered to the Trustee under the terms of the
Pooling and Servicing Agreement.
5
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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.
DAYTON HUDSON RECEIVABLES CORPORATION
Dated: August 17, 1999 By /s/ Douglas A. Scovanner
-------------------------------------
Douglas A. Scovanner,
President
Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of Dayton Hudson
Receivables Corporation and in the capacities and on the dates indicated.
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<CAPTION>
SIGNATURE TITLE DATE
--------- ----- ----
<S> <C> <C>
/s/ Douglas A. Scovanner
- ---------------------------
Douglas A. Scovanner President and Director August 17, 1999
/s/ Stephen C. Kowalke
- ---------------------------
Stephen C. Kowalke Vice President, August 17, 1999
Treasurer and Director
(Principal Financial
Officer)
/s/ JoAnn Bogdan
- ---------------------------
JoAnn Bogdan Vice President, August 17, 1999
Controller (Principal
Accounting Officer)
/s/ Gerald L. Storch
- ---------------------------
Gerald L. Storch Director August 17, 1999
</TABLE>
6
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EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT NO. EXHIBIT SEQUENTIAL PAGE NO.
------------- --------- ---------------------
<S> <C> <C>
99.1 Annual Servicer's 8
Certificate for the year
ended December 31, 1998 -
Series 1995-1, Series
1997-1 and Series 1998-1
99.2 Annual 9
Certificateholders'
Statement for the year
ended December 31, 1998,
Series 1995-1.
99.3 Annual 13
Certificateholders'
Statement for the year
ended December 31, 1998 -
Series 1997-1
99.4 Annual 17
Certificateholders'
Statement for the year
ended December 31, 1998 -
Series 1998-1
99.5 Report of Independent 21
Accountants
99.6 Report of Independent 24
Accountants on the
Monthly Servicer's
Certificates, Series
1995-1.
99.7 Report of Independent 32
Accountants on the
Monthly Servicer's
Certificates, Series
1997-1
99.8 Report of Independent 40
Accountants on the
Monthly Servicer's
Certificates, Series
1998-1
</TABLE>
7
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ANNUAL SERVICER'S CERTIFICATE
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
The undersigned, a duly authorized representative of Retailers National
Bank, as Servicer ("RNB"), pursuant to the Pooling and Servicing Agreement dated
as of September 13, 1995, as supplemented by the Series 1995-1 Supplement, the
Series 1996-1 Supplement, the Series 1997-1, and the Series 1998-1 Supplement
(as may be amended and supplemented from time to time, the "Agreement"), among
Dayton Hudson Receivables Corporation, as Transferor, RNB as Servicer, and
Norwest Bank Minnesota, National Association, as Trustee, does hereby certify
that:
1. RNB is, as of the date hereof, the Servicer under the Agreement.
Capitalized terms used in this Certificate have their respective
meanings as set forth in the Agreement.
2. The undersigned is a Servicing Officer who is duly authorized
pursuant to the Agreement to execute and deliver this certificate
to the Trustee.
3. A review of the activities of the Servicer during the fiscal year
ended January 2, 1999, and of its performance under the Agreement
was conducted under my supervision.
4. Based on such review, the Servicer has, to the best of my
knowledge, performed in all material respects its obligations
under the Agreement throughout such year and no default in the
performance of such obligations has occurred or is continuing
except as set forth in paragraph 5 below.
5. The following is a description of each default in the performance
of the Servicer's obligations under the provisions of the
Agreement known to me to have been made by the Servicer during the
fiscal year ended January 2, 1999 which sets forth in detail (i)
the nature of each default, (ii) the action taken by the Servicer,
if any, to remedy each such default and (iii) the current status
of each such default: None.
IN WITNESS WHEREOF, the undersigned has duly executed this
Certificate as of the 25th day of March, 1999.
RETAILERS NATIONAL BANK,
AS SERVICER,
BY: /s/ Thomas A. Swanson
-------------------------------------
Name: Thomas A. Swanson
Title: Vice President & Cashier
<PAGE>
Exhibit 99.2
ANNUAL CERTIFICATEHOLDERS' STATEMENT
DAYTON HUDSON RECEIVABLES CORPORATION
DAYTON HUDSON CREDIT CARD MASTER TRUST (SERIES 1995-1)
Pursuant to the Pooling and Servicing Agreement dated as of September 13,
1995 (as may be amended and supplemented from time to time, the "Agreement")
among Retailers National Bank as Servicer, Dayton Hudson Receivables
Corporation, as Transferor, and Norwest Bank Minnesota, National Association, as
Trustee, the Servicer is required to prepare certain information annually
regarding distributions to and the performance of the Trust during the Monthly
Periods for the Calendar year. The information which is required to be prepared
with respect to the performance of the Trust during the period January 1, 1998
through December 31, 1998 is set forth below. Certain information is based on
the Transferor's fiscal year end, ending January 2, 1999. Certain information is
presented on the basis of an original principal amount of $1,000 per
Certificate. Certain other information is presented based on the aggregate
amounts for the Trust as a whole.
A) INFORMATION REGARDING INTEREST AND PRINCIPAL DISTRIBUTED (STATED ON
THE BASIS OF $1,000 ORIGINAL PRINCIPAL AMOUNT) FOR THIS SERIES.
<TABLE>
<S> <C>
(1) The total amount of interest and principal distributed to Class A Certificateholder's
for the period January 1, 1998 through December 31, 1998 per $1,000 original
principal amount ........................................................... $1,040.67
(2) The portion of the amount set forth in paragraph 1 above in respect of interest
distributed on the Class A Certificates for the period January 1, 1998 through
December 31, 1998 per $1,000 original principal amount...................... $40.67
(3) The portion of the amount set forth in paragraph 1 above in respect of principal
distributed for the period January 1, 1998 through December 31, 1998 for
the Class A Certificates, per $1,000 original principal amount ............. $1,000.00
B) INFORMATION REGARDING THE PERFORMANCE OF THE TRUST.
(1) COLLECTION OF PRINCIPAL RECEIVABLES.
(a) The aggregate amount of Collections of Principal Receivables processed
January 4, 1998 through January 2, 1999 which were allocated in
respect of the Series 1995-1 Class A Certificates ..................... $644,794,070.57
(b) The aggregate amount of Collections of Principal Receivables processed
January 4, 1998 through January 2, 1999 which were allocated in
respect of the Series 1995-1 Class B Certificates ..................... $198,073,995.55
(2) COLLECTION OF FINANCE CHARGE RECEIVABLES.
(a) The aggregate amount of Collections of Finance Charge Receivables
processed January 4, 1998 through January 2, 1999 which were
allocated in respect of the Series 1995-1 Class A Ceritificates ....... $83,225,012.57
<PAGE>
(b) The aggregate amount of Collections of Finance Charge Receivables
processed January 4, 1998 through January 2, 1999 which were
allocated in respect of the Series 1995-1 Class B Certificates ........ $25,565,853.54
(3) RECOVERIES.
(a) The aggregate amount of Collections processed January 4, 1998
through January 2, 1999 that constitute Recoveries on Defaulted
Receivables which were allocated in respect of the Series 1995-1
Class A Certificates .................................................. $4,330,600.36
(b) The aggregate amount of Collections processed January 4, 1998
through January 2, 1999 that constitute Recoveries on Defaulted
Receivables which were allocated in respect of the Series 1995-1
Class B Certificates .................................................. $1,330,315.14
(4) PRINCIPAL RECEIVABLES IN THE TRUST.
(a) The aggregate amount of Principal Receivables in the Trust as of the
end of the day on January 2, 1999 (which reflects the Principal
Receivables represented by the Transferors Interest in the Trust and by
the Investor Certificates) ............................................ N/A
(b) The amount of Principal Receivables in the Trust represented by the
Series 1995-1 Certificates (the "Invested Amount") as of the end of the
day on January 2, 1999................................................. $0
(c) The amount of Principal Receivables in the Trust represented by the
Series 1995-1 Class A Certificates (the "Class A Invested Amount") as
of the end of the day on January 2, 1999............................... $0
(d) The amount of Principal Receivables in the Trust represented by the
Series 1995-1 Class B Certificates (the "Class B invested Amount") as
of the end of the day on January 2, 1999............................... $0
(e) The Floating Allocation Percentage (during the Revolving Period) or the
Fixed/Floating Allocation Percentage (during the Amortization Period) with
respect to the Principal Receivables in the Trust as of the end of the day
January 2, 1999........................................................ 0.00%
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(5) DELINQUENT BALANCES.
The aggregate amount of outstanding balances in the Accounts which
were 2 or more monthly payments contractually delinquent as of the end
of the day on January 2, 1999:
AGGREGATE
ACCOUNT BALANCE
2 Missed Monthly Payments N/A
3 Missed Monthly Payments N/A
4 or More Missed Monthly Payments N/A
(6) INVESTOR DEFAULTED AMOUNT.
(a) This aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period January 4, 1998 through January 2, 1999
allocable to the Series 1995-1 Class A Certificates (the "Series
1995-1 Class A Investor Defaulted Amount") ............................ $20,524,908.08
(b) The aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period January 4, 1998 through January 2, 1999
allocable to the Series 1995-1 Class B Certificates (the "Series
1995-1 Class B Investor Defaulted Amount") ............................ $7,098,892.10
(c) The aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period January 4, 1998 through January 2, 1999
allocable to the Series 1995-1 Investor Certificates (the "Investor
Defaulted Amount") .................................................... $27,623,800.18
(7) INVESTOR CHARGE OFFS: REIMBURSEMENT OF CHARGE OFFS.
(a) The amount of the Investor Charge Off per $1,000 original principal amount
(which will have the effect of reducing, pro rata, the amount of Series 1995-1
Class A Certificateholder's investment) ............................... $0
(b) The amount of the Investor Charge Off per $1,000 original principal amount
(which will have the effect of reducing, pro rata, the amount of Series 1995-1
Class B Certificateholder's investment) ............................... $0
(c) The total amount reimbursed to the Trust from January 4, 1998
through January 2, 1999 in respect of Investor Charge Offs in
prior months .......................................................... $0
(d) The amount set forth immediately above per $1,000 original principal
amount (which will have the effect of increasing pro rata, the amount of
each Series 1995-1 Certificateholder's investment) .................... $0
<PAGE>
(8) INVESTOR SERVICING FEE.
(a) The amount of the Series 1995-1 Class A Investor Monthly Servicing Fee
payable by the Trust to the Servicer from January 4, 1998 through
January 2, 1999........................................................ $5,333,333.36
(b) The amount of the Series 1995-1 Class B Investor Monthly Servicing Fee
payable by the Trust to the Servicer from January 4, 1998 through
January 2, 1999........................................................ $1,843,137.26
(9) The amount of Series 1995-1 Reallocated Principal Collections from
January 4, 1998 through January 2, 1999..................................... $0
(10) THE POOL FACTOR.
The Pool Factor (which represents the ratio of the Series 1995-1 Class A Adjusted
Invested Amount as of the end of the day on January 2, 1999 to the Class A
Invested Amount as of the Closing Date). The Amount of a Series 1995-1 Class A
Invested Amount can be determined by multiplying the original denomination of the
holder's Certificate by the Series 1995-1 Class A Pool Factor............... 0.0000000
The Pool Factor (which represents the ratio of the Series 1995-1 Class B
Invested Amount as of the end of the day on September 13, 1995 to the Series
Class B Invested Amount as of the Closing Date). The amount of a Certificateholder's
pro rata share of the Class B Invested Amount can be determined by multiplying
the original denomination of the holder's Series 1995-1 Class B Certificate by
the Series 1995-1 Class B Pool Factor ...................................... 0.0000000
</TABLE>
RETAILERS NATIONAL BANK
as Servicer
By: /s/ Thomas A. Swanson
----------------------------------------
Name: Thomas A. Swanson
Title: Vice President & Cashier
<PAGE>
Exhibit 99.3
ANNUAL CERTIFICATEHOLDERS' STATEMENT
DAYTON HUDSON RECEIVABLES CORPORATION
DAYTON HUDSON CREDIT CARD MASTER TRUST (SERIES 1997-1)
Pursuant to the Pooling and Servicing Agreement dated as of September 13,
1995 (as may be amended and supplemented from time to time, the "Agreement")
among Retailers National Bank as Servicer, Dayton Hudson Receivables
Corporation, as Transferor, and Norwest Bank Minnesota, National Association, as
Trustee, the Servicer is required to prepare certain information annually
regarding distributions to and the performance of the Trust during the Monthly
Periods for the Calendar year. The information which is required to be prepared
with respect to the performance of the Trust during the period January 1, 1998
through December 31, 1998 is set forth below. Certain information is based on
the Transferor's fiscal year end, ending January 2, 1999. Certain information is
presented on the basis of an original principal amount of $1,000 per
Certificate. Certain other information is presented based on the aggregate
amounts for the Trust as a whole.
A) INFORMATION REGARDING INTEREST AND PRINCIPAL DISTRIBUTED (STATED ON
THE BASIS OF $1,000 ORIGINAL PRINCIPAL AMOUNT) FOR THIS SERIES.
<TABLE>
<S> <C>
(1) The total amount of interest and principal distributed to Class A Certificateholder's
for the period January 1, 1998 through December 31, 1998 per $1,000 original
principal amount ........................................................... $62.50
(2) The portion of the amount set forth in paragraph 1 above in respect of interest
distributed on the Class A Certificates for the period January 1, 1998 through
December 31, 1998 per $1,000 original principal amount...................... $62.50
(3) The portion of the amount set forth in paragraph 1 above in respect of principal
distributed for the period January 1, 1998 through December 31, 1998 for
the Class A Certificates, per $1,000 original principal amount ............. $0
B) INFORMATION REGARDING THE PERFORMANCE OF THE TRUST.
(1) COLLECTION OF PRINCIPAL RECEIVABLES.
(a) The aggregate amount of Collections of Principal Receivables processed
January 4, 1998 through January 2, 1999 which were allocated in
respect of the Series 1997-1 Class A Certificates ..................... $859,232,365.06
(b) The aggregate amount of Collections of Principal Receivables processed
January 4, 1998 through January 2, 1999 which were allocated in
respect of the Series 1997-1 Class B Certificates ..................... $263,947,197.13
(2) COLLECTION OF FINANCE CHARGE RECEIVABLES.
(a) The aggregate amount of Collections of Finance Charge Receivables
processed January 4, 1998 through January 2, 1999 which were
allocated in respect of the Series 1997-1 Class A Ceritificates ....... $111,438,869.63
<PAGE>
(b) The aggregate amount of Collections of Finance Charge Receivables
processed January 4, 1998 through January 2, 1999 which were
allocated in respect of the Series 1997-1 Class B Certificates ........ $34,232,855.38
(3) RECOVERIES.
(a) The aggregate amount of Collections processed January 4, 1998
through January 2, 1999 that constitute Recoveries on Defaulted
Receivables which were allocated in respect of the Series 1997-1
Class A Certificates .................................................. $5,733,336.83
(b) The aggregate amount of Collections processed January 4, 1998
through January 2, 1999 that constitute Recoveries on Defaulted
Receivables which were allocated in respect of the Series 1997-1
Class B Certificates .................................................. $1,761,221.12
(4) PRINCIPAL RECEIVABLES IN THE TRUST.
(a) The aggregate amount of Principal Receivables in the Trust as of the
end of the day on January 2, 1999 (which reflects the Principal
Receivables represented by the Transferors Interest in the Trust and by
the Investor Certificates) ............................................ $2,616,224,315.08
(b) The amount of Principal Receivables in the Trust represented by the
Series 1997-1 Certificates (the "Invested Amount") as of the end of the
day on January 2, 1999................................................. $522,875,817
(c) The amount of Principal Receivables in the Trust represented by the
Series 1997-1 Class A Certificates (the "Class A Invested Amount") as
of the end of the day on January 2, 1999............................... $400,000,000
(d) The amount of Principal Receivables in the Trust represented by the
Series 1997-1 Class B Certificates (the "Class B invested Amount") as
of the end of the day on January 2, 1999............................... 122,875,817.00
(e) The Floating Allocation Percentage (during the Revolving Period) or the
Fixed/Floating Allocation Percentage (during the Amortization Period) with
respect to the Principal Receivables in the Trust as of the end of the day
January 2, 1999........................................................ 23.12%
<PAGE>
(5) DELINQUENT BALANCES.
The aggregate amount of outstanding balances in the Accounts which
were 2 or more monthly payments contractually delinquent as of the end
of the day on January 2, 1999:
AGGREGATE
ACCOUNT BALANCE
------------------
2 Missed Monthly Payments $81,317,000
3 Missed Monthly Payments $40,453,000
4 or More Missed Monthly Payments $78,186,000
(6) INVESTOR DEFAULTED AMOUNT.
(a) This aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period January 4, 1998 through January 2, 1999
allocable to the Series 1997-1 Class A Certificates (the "Series
1997-1 Class A Investor Defaulted Amount") ............................ $31,112,115.19
(b) The aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period January 4, 1998 through January 2, 1999
allocable to the Series 1997-1 Class B Certificates (the "Series
1997-1 Class B Investor Defaulted Amount") ............................ $9,557,316.43
(c) The aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period January 4, 1998 through January 2, 1999
allocable to the Series 1997-1 Investor Certificates (the "Investor
Defaulted Amount") .................................................... $40,669,431.62
(7) INVESTOR CHARGE OFFS: REIMBURSEMENT OF CHARGE OFFS.
(a) The amount of the Investor Charge Off per $1,000 original principal amount
(which will have the effect of reducing, pro rata, the amount of Series 1997-1
Class A Certificateholder's investment) ............................... $0
(b) The amount of the Investor Charge Off per $1,000 original principal amount
(which will have the effect of reducing, pro rata, the amount of Series 1997-1
Class B Certificateholder's investment) ............................... $0
(c) The total amount reimbursed to the Trust from January 4, 1998
through January 2, 1999 in respect of Investor Charge Offs in
prior months .......................................................... $0
(d) The amount set forth immediately above per $1,000 original principal
amount (which will have the effect of increasing pro rata, the amount of
each Series 1997-1 Certificateholder's investment) .................... $0
<PAGE>
(8) INVESTOR SERVICING FEE.
(a) The amount of the Series 1997-1 Class A Investor Monthly Servicing Fee
payable by the Trust to the Servicer from January 4, 1998 through
January 2, 1999........................................................ $8,000,000.04
(b) The amount of the Series 1997-1 Class B Investor Monthly Servicing Fee
payable by the Trust to the Servicer from January 4, 1998 through
January 2, 1999........................................................ $2,457,516.36
(9) The amount of Series 1997-1 Reallocated Principal Collections from
January 4, 1998 through January 2, 1999..................................... $0
(10) THE POOL FACTOR.
The Pool Factor (which represents the ratio of the Series 1997-1 Class A Adjusted
Invested Amount as of the end of the day on January 2, 1999 to the Class A
Invested Amount as of the Closing Date). The Amount of a Series 1997-1 Class A
Invested Amount can be determined by multiplying the original denomination of the
holder's Certificate by the Series 1997-1 Class A Pool Factor............... 1.0000000
The Pool Factor (which represents the ratio of the Series 1997-1 Class B
Invested Amount as of the end of the day on September 13, 1995 to the Series
Class B Invested Amount as of the Closing Date). The amount of a Certificateholder's
pro rata share of the Class B Invested Amount can be determined by multiplying
the original denomination of the holder's Series 1997-1 Class B Certificate by
the Series 1997-1 Class B Pool Factor ...................................... 1.0000000
</TABLE>
RETAILERS NATIONAL BANK
as Servicer
By: /s/ Thomas A. Swanson
----------------------------------------
Name: Thomas A. Swanson
Title: Vice President & Cashier
<PAGE>
Exhibit 99.4
ANNUAL CERTIFICATEHOLDERS' STATEMENT
DAYTON HUDSON RECEIVABLES CORPORATION
DAYTON HUDSON CREDIT CARD MASTER TRUST (SERIES 1998-1)
Pursuant to the Pooling and Servicing Agreement dated as of September 13,
1995 (as may be amended and supplemented from time to time, the "Agreement")
among Retailers National Bank as Servicer, Dayton Hudson Receivables
Corporation, as Transferor, and Norwest Bank Minnesota, National Association, as
Trustee, the Servicer is required to prepare certain information annually
regarding distributions to and the performance of the Trust during the Monthly
Periods for the Calendar year. The information which is required to be prepared
with respect to the performance of the Trust during the period August 12, 1998
through December 31, 1998 is set forth below. Certain information is based on
the Transferor's fiscal year end, ending January 2, 1999. Certain information is
presented on the basis of an original principal amount of $1,000 per
Certificate. Certain other information is presented based on the aggregate
amounts for the Trust as a whole.
A) INFORMATION REGARDING INTEREST AND PRINCIPAL DISTRIBUTED (STATED ON
THE BASIS OF $1,000 ORIGINAL PRINCIPAL AMOUNT) FOR THIS SERIES.
<TABLE>
<S> <C>
(1) The total amount of interest and principal distributed to Class A Certificateholder's
for the period January 1, 1998 through December 31, 1998 per $1,000 original
principal amount ........................................................... $26.71
(2) The portion of the amount set forth in paragraph 1 above in respect of interest
distributed on the Class A Certificates for the period January 1, 1998 through
December 31, 1998 per $1,000 original principal amount...................... $26.71
(3) The portion of the amount set forth in paragraph 1 above in respect of principal
distributed for the period January 1, 1998 through December 31, 1998 for
the Class A Certificates, per $1,000 original principal amount ............. $0
B) INFORMATION REGARDING THE PERFORMANCE OF THE TRUST.
(1) COLLECTION OF PRINCIPAL RECEIVABLES.
(a) The aggregate amount of Collections of Principal Receivables processed
August 12, 1998 through January 2, 1999 which were allocated in
respect of the Series 1998-1 Class A Certificates ..................... $335,745,907.57
(b) The aggregate amount of Collections of Principal Receivables processed
August 12, 1998 through January 2, 1999 which were allocated in
respect of the Series 1998-1 Class B Certificates ..................... $103,137,631.74
(2) COLLECTION OF FINANCE CHARGE RECEIVABLES.
(a) The aggregate amount of Collections of Finance Charge Receivables
processed August 12, 1998 through January 2, 1999 which were
allocated in respect of the Series 1998-1 Class A Ceritificates ....... $44,369,823.65
<PAGE>
(b) The aggregate amount of Collections of Finance Charge Receivables
processed August 12, 1998 through January 2, 1999 which were
allocated in respect of the Series 1998-1 Class B Certificates ........ $13,629,945.83
(3) RECOVERIES.
(a) The aggregate amount of Collections processed August 12, 1998
through December 31, 1998 that constitute Recoveries on Defaulted
Receivables which were allocated in respect of the Series 1998-1
Class A Certificates .................................................. $2,274,350.52
(b) The aggregate amount of Collections processed August 12, 1998
through December 31, 1998 that constitute Recoveries on Defaulted
Receivables which were allocated in respect of the Series 1998-1
Class B Certificates .................................................. $698,656.70
(4) PRINCIPAL RECEIVABLES IN THE TRUST.
(a) The aggregate amount of Principal Receivables in the Trust as of the
end of the day on January 2, 1999 (which reflects the Principal
Receivables represented by the Transferors Interest in the Trust and by
the Investor Certificates) ............................................ $2,616,224,315.08
(b) The amount of Principal Receivables in the Trust represented by the
Series 1998-1 Certificates (the "Invested Amount") as of the end of the
day on January 2, 1999................................................. $522,875,817
(c) The amount of Principal Receivables in the Trust represented by the
Series 1998-1 Class A Certificates (the "Class A Invested Amount") as
of the end of the day on January 2, 1999............................... $400,000,000
(d) The amount of Principal Receivables in the Trust represented by the
Series 1998-1 Class B Certificates (the "Class B invested Amount") as
of the end of the day on January 2, 1999............................... 122,875,817.00
(e) The Floating Allocation Percentage (during the Revolving Period) or the
Fixed/Floating Allocation Percentage (during the Amortization Period) with
respect to the Principal Receivables in the Trust as of the end of the day
January 2, 1999........................................................ 23.12%
<PAGE>
(5) DELINQUENT BALANCES.
The aggregate amount of outstanding balances in the Accounts which
were 2 or more monthly payments contractually delinquent as of the end
of the day on January 2, 1999:
AGGREGATE
ACCOUNT BALANCE
--------------------
2 Missed Monthly Payments $81,317,000
3 Missed Monthly Payments $40,453,000
4 or More Missed Monthly Payments $78,186,000
(6) INVESTOR DEFAULTED AMOUNT.
(a) This aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period August 12, 1998 through December 31, 1998
allocable to the Series 1997-1 Class A Certificates (the "Series
1998-1 Class A Investor Defaulted Amount") ............................ $12,545,362.86
(b) The aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period August 12, 1998 through December 31, 1998
allocable to the Series 1998-1 Class B Certificates (the "Series
1998-1 Class B Investor Defaulted Amount") ............................ $3,853,804.28
(c) The aggregate amount of all defaulted Principal Receivables written off
as uncollectible for the period August 12, 1998 through December 31, 1998
allocable to the Series 1998-1 Investor Certificates (the "Investor
Defaulted Amount") .................................................... $16,399,167.13
(7) INVESTOR CHARGE OFFS: REIMBURSEMENT OF CHARGE OFFS.
(a) The amount of the Investor Charge Off per $1,000 original principal amount
(which will have the effect of reducing, pro rata, the amount of Series 1998-1
Class A Certificateholder's investment) ............................... $0
(b) The amount of the Investor Charge Off per $1,000 original principal amount
(which will have the effect of reducing, pro rata, the amount of Series 1998-1
Class B Certificateholder's investment) ............................... $0
(c) The total amount reimbursed to the Trust from August 12, 1998
through December 31, 1998 in respect of Investor Charge Offs in
prior months .......................................................... $0
(d) The amount set forth immediately above per $1,000 original principal
amount (which will have the effect of increasing pro rata, the amount of
each Series 1998-1 Certificateholder's investment) .................... $0
<PAGE>
(8) INVESTOR SERVICING FEE.
(a) The amount of the Series 1998-1 Class A Investor Monthly Servicing Fee
payable by the Trust to the Servicer from August 12, 1998 through
December 31, 1998...................................................... $3,095,238.04
(b) The amount of the Series 1998-1 Class B Investor Monthly Servicing Fee
payable by the Trust to the Servicer from August 12, 1998 through
December 31, 1998...................................................... $950,824.76
(9) The amount of Series 1997-1 Reallocated Principal Collections from
August 12, 1998 through December 31, 1998................................... $0
(10) THE POOL FACTOR.
The Pool Factor (which represents the ratio of the Series 1998-1 Class A Adjusted
Invested Amount as of the end of the day on January 2, 1999 to the Class A
Invested Amount as of the Closing Date). The Amount of a Series 1998-1 Class A
Invested Amount can be determined by multiplying the original denomination of the
holder's Certificate by the Series 1998-1 Class A Pool Factor............... 1.0000000
The Pool Factor (which represents the ratio of the Series 1998-1 Class B
Invested Amount as of the end of the day on September 13, 1995 to the Series
Class B Invested Amount as of the Closing Date). The amount of a Certificateholder's
pro rata share of the Class B Invested Amount can be determined by multiplying
the original denomination of the holder's Series 1998-1 Class B Certificate by
the Series 1998-1 Class B Pool Factor ...................................... 1.0000000
</TABLE>
RETAILERS NATIONAL BANK
as Servicer
By: /s/ Thomas A. Swanson
----------------------------------------
Name: Thomas A. Swanson
Title: Vice President & Cashier
<PAGE>
Exhibit 99.5
[LETTERHEAD]
Report of Independent Accountants
Dayton Hudson Corporation,
its Officers and Directors
and
Dayton Hudson Receivables Corporation,
its Officers and Directors
As Transferor
and
Retailers National Bank
its Officers and Directors
As Servicer
and
Norwest Bank, National Association
As Trustee
We have audited, in accordance with generally accepted auditing standards,
the statements of financial condition of Retailers National Bank ("the Bank"),
as of December 31, 1998 and 1997 and the related statements of income,
stockholders' equity and cash flows for the years then ended and have issued
our report thereon dated January 26, 1998.
Our audit, referred to in the preceding paragraph, included procedures
applied to the documents and records relating to the servicing of credit card
receivables under the Dayton Hudson Credit Card Master Trust Pooling and
Servicing Agreement ("the Pooling and Servicing Agreement") dated as of
September 13, 1995. Our procedures were as follows:
Documents and records relating to the servicing of credit card receivables
under the Pooling and Servicing Agreement:
1. We selected a sample of 150 customer accounts with Dayton Hudson
Corporation credit transactions as of May 31, 1998 (Sample of
Accounts). We compared the customer account number and receivable
balances as of May 31, 1998 for Dayton's, Hudson's, and Marshall Fields
(DSD Stores), Target and Mervyn's, to the corresponding History Reports
on-line.
<PAGE>
-2-
2. We read the transaction detail for each account in our Sample of
Accounts, and noted those with purchases posted subsequent to April 1,
1998, but prior to May 31, 1998. For the items noted, we then compared
the information on the transaction detail to the cash register receipt
copies signed by the customers as of the date indicated on the History
Report.
3. We selected a sample of twenty accounts from the Sample of Accounts
using Random Number Generation Software with the criteria that the
account had at least two payments shown on the History Report. We
compared the amount of the most recent payment posted prior to May 31,
1998 to the amount shown on copies of checks maintained on file. We
also agreed the applicable customer name and account number.
4. We selected a sample of ten accounts from the Sample of Accounts which
had an amount shown as finance charges as of a billing cycle date prior
to May 31, 1998. We recalculated the finance charge for the applicable
billing cycle by using the beginning balance from a previous cycle,
average daily balance, and all transactions occurring in the billing
cycle. We compared the recalculated finance charge to the corresponding
amounts shown on the History Report.
5. We selected a sample of ten accounts from the Sample of Accounts which
had no finance charge amount as of a billing cycle prior to May 31,
1998. We agreed purchase amounts and payments to their respective
purchase receipts and payment checks. Once agreed, receipts and
payments were compared to verify no finance charge was billed.
6. We read the on-line note screens for Mervyn's, Target and DSD, for all
150 accounts in our Sample of Accounts to identify record of any
customer disputes.
7. We selected a sample of ten accounts from the Sample of Accounts using
Random Number Generation Software to read the credit applications. We
compared the customer name and account number per the History Report to
the credit application.
8. We documented the process of preparing the migration analysis to
support the allowance for credit loss. We performed clerical tests of
the underlying formulas and traced aging information to supporting
cycle documentation tested above. We also assessed the adequacy of the
allowance for credit losses.
9. We analytically reviewed allowance-related ratios (e.g., allowance as a
percentage of total credit card receivables, year-to-date write-offs as
a percentage of the allowance, year-to-date write-offs as a percentage
of average loan balances) comparing the ratios for the periods referred
to in the introductory paragraph of this letter.
<PAGE>
-3-
The results of the procedures described above provided satisfactory
evidential matter for the purposes of our audit of the financial statements,
referred to in the introductory paragraph of this letter, taken as a whole.
This report is intended solely for the use of the specified users listed
above and should not be used by for any other purpose.
Very truly yours,
/s/ Ernst & Young LLP
January 26, 1999
<PAGE>
Exhibit 99.6
[LETTERHEAD]
Report of Independent Accountants
Dayton Hudson Corporation,
its Officers and Directors
and
Dayton Hudson Receivables Corporation,
its Officers and Directors
As Transferor
and
Retailers National Bank,
its Officers and Directors
As Servicer
and
Norwest Bank, National Association
As Trustee
At your request, we have applied certain agreed-upon procedures, described
below, agreed to by Dayton Hudson Corporation ("the Company"), Dayton Hudson
Receivables Corporation, as Transferor, and Retailers National Bank, as
Servicer, each of their respective Officers and Directors, and Norwest Bank,
National Association, as Trustee to the Monthly Certificateholders'
Statements ("the Statements"), issued pursuant to the Dayton Hudson Credit
Card Master Trust Pooling and Servicing Agreement ("the Pooling and Servicing
Agreement") dated September 13, 1995, for Series 1995-1 to each of the monthly
reporting periods from January 1998 through September 1998. An example of a
Statement is provided as Attachment I. The specific procedures performed on
each of the Statements are cross-referenced to Attachment I for each item or
group of items. Only those items with balances on Statements were
cross-referenced. Our procedures were applied as indicated with respect to
the letters explained below:
A. Compared amounts to the Dayton Hudson Credit Card Master Trust
Prospectus Supplement, for Series 1995-1 dated September 6, 1995 ("the
Prospectus Supplement") and found them to be in agreement.
B. Compared the dollar and other amounts not derived directly from the
Prospectus Supplement to amounts in the Company's accounting records to
the extent such amounts could be so compared directly and found them to
be in agreement. Examples of those accounting records used are listed
below.
<PAGE>
-2-
C. Compared the dollar and other amounts not derived directly from the
Prospectus Supplement, or that could not be compared directly to the
Company's accounting records, to amounts within the Monthly
Certificateholders' Statement and found them to be in agreement.
D. Proved the arithmetic accuracy of the percentages or amounts based on
the data in the above mentioned Prospectus Supplement and accounting
records.
Accounting records for purposes of this letter include the following reports
or records: Data Summary Sheet; Breakout of Finance Charge Receivable and
Principal Receivable; Finance Charge Receivable Payments as a Percentage of
Total Monthly Payments; Receivable Aging by Dollar Balance; Month End
Accounts Receivable Aging Summary Reports; Purified Net Write-Off Reports;
Monthly Sales Returns; Credits and Adjustments Reports; Bank Sales Reports;
Account Totals by Delinquency Level Reports; Geographic Distribution of
Accounts and Receivables Reports; Miscellaneous Payment Instructions Report;
and Monthly Collection Account Earnings. All Monthly Reports are generated
by management of Dayton Hudson Corporation or Retailers National Bank.
There were no findings noted as a result of our procedures performed.
We were not engaged to, and did not perform an audit, the objective of which
would be the expression of an opinion on the Monthly Certificateholders'
Statements. Accordingly, we do not express such an opinion. Had we performed
additional procedures, other matters might have come to our attention that
would have been reported to you.
This report is intended solely for the use of the specified users listed
above and should not be used by those who have not agreed to the procedures
and taken responsibility for the sufficiency of the procedures for their
purposes.
Very truly yours,
/s/ Ernst & Young LLP
January 26, 1999
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1995-1
Pursuant to the Pooling and Servicing Agreement, dated as of September 13,
1995 (as may be amended, from time to time, the "Agreement"), as supplemented
by the Series 1995-1 Supplement (as amended and Supplemented, the "Series
Supplement"), each among Retailers National Bank, as Servicer, Dayton Hudson
Receivables Corporation, as Transferor, and Norwest Bank Minnesota, National
Association, as Trustee, the Servicer is required to prepare certain
information each month regarding distributions to Certificateholders and the
performance of the Trust. The information with respect to the applicable
Distribution Date and Monthly Period is set forth below.
<TABLE>
<CAPTION>
MONTHLY PERIOD: SEPTEMBER 1998
DISTRIBUTION DATE: OCTOBER 26, 1998
NO. OF DAYS IN PERIOD 35
- --------------------------------------------------------------------------------------------------------
<S> <C> <C>
A. ORIGINAL DEAL PARAMETERS
(a) Class A Initial Invested Amount |- > $ 400,000,000.00 76.50% < -|
(b) Class B Initial Invested Amount |- > 122,875,817.00 23.50% < -|
| ----------------- |--[D]
(c) Total Initial Invested Amount | $ 522,875,817.00 < --------|
| -----------------
[A]--| -----------------
|
(d) Class A Certificate Rate |-------------- > 6.10%
(e) Class B Certificate Rate | 0.00%
|
(f) Servicing Fee Rate |-------------- > 2.00%
(g) Discount Percentage 0.00%
- --------------------------------------------------------------------------------------------------------
I. RECEIVABLES IN THE TRUST
- --------------------------------------------------------------------------------------------------------
(a) Beginning of the Period Principal Receivables |- > $ 2,113,175,445.61
(b) Beginning of the Period Finance Charge Receivables |- > 80,917,020.89
(c) Beginning of the Period Discounted Receivables | -
| ------------------
(d) Beginning of the Period Total Receivables (a + b + c) | $ 2,194,092,466.50 < --------|
| ------------------ |
| ------------------ |
| |
(e) Removed Principal Receivables | $ - |
(f) Removed Finance Charge Receivables [B]--| - |
| ----------------- |
(g) Removed Total Receivables (e + f) | $ - |--[D]
| ================= |
| |
(h) Supplemental Principal Receivables | $ - |
(i) Supplemental Finance Charge Receivables | - |
| ----------------- |
(j) Supplemental Total Receivables (h + i) | $ - |
| ================= |
| |
(k) End of Period Principal Receivables |- > $2,100,614,129.16 |
(l) End of Period Finance Charge Receivables |- > 82,680,833.10 |
(m) End of Period Discounted Receivables - |
----------------- |
(n) End of Period Total Receivables (k + l + m) $2,183,294,962.26 < --------|
=================
</TABLE>
Page 1 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1995-1
II. INVESTED AMOUNTS AND ALLOCATION PERCENTAGES
<TABLE>
<CAPTION>
- -----------------------------------------------------------------------------------------------
<S> <C> <C>
(a) Class A Initial Invested Amount |- > $ 400,000,000.00 76.50% < -|
(b) Class B Initial Invested Amount [A]--|- > 122,875,817.00 23.50% < -|
----------------- |
(c) Total Initial Invested Amount (a + b) |- > $ 522,875,817.00 |
| |
(d) Class A Invested Amount (a - (X.a)) |- > $ 400,000,000.00 76.50% < -|--[D]
(e) Class B Invested Amount (b - (X.e)) |- > 122,875,817.00 23.50% < -|
| ----------------- |
(f) Total Invested Amount (d + e) |- > $ 522,875,817.00 |
[D]--| |
(g) Class A Adjusted Invested Amount (a - (X.a)-(III.f)) |- > $ 133,333,333.32 52.04% < -|
(h) Class B Invested Amount (b - (X.e)) |- > 122,875,817.00 47.96% < -|
| -----------------
(i) Total Adjusted Invested Amount (g + h) |- > $ 256,209,150.32
(j) Floating Allocation Percentage |- > 12.12%
(k) Class A Floating Allocation Percentage |- > 6.31%
(l) Class B Floating Allocation Percentage |- > 5.81%
|
(m) Principal Allocation Percentage [D]--|- > 24.74%
(n) Class A Principal Allocation Percentage |- > 18.93%
(o) Class B Principal Allocation Percentage |- > 5.81%
|
(p) Servicing Fee |- > $ 427,015.25
(q) Investor Defaulted Amount (j * (IV.(m))) |- > $ 1,659,745.00
III. TRANSFEROR'S INTEREST, RETAINED INTEREST, SPECIAL FUNDING
ACCOUNT, AND PRINCIPAL FUNDING ACCOUNT
- --------------------------------------------------------------------------------------------------------
(a) Transferor's Amount (end of month) |- > $ 895,203,153.58
(b) Required Retained Transferor Amount (end of month) [B]--|- > $ 42,012,282.58
(c) Required Principal Balance (end of month) |- > $1,205,410,975.58
(e) Funds on deposit in Special Funding Account
(end of month) $ -
(f) Principal on deposit in Principal Funding Account
(beginning of month) $ 266,666,666.68
(g) Principal on deposit in Principal Funding Account
(end of month) $ -
</TABLE>
Page 2 of 6
<PAGE>
MONTHLY CERTIFICATEHOLDERS' STATEMENT Attachment I
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1995-1
<TABLE>
<CAPTION>
IV. PERFORMANCE SUMMARY
- -----------------------------------------------------------------------------------------------------------
COLLECTIONS:
------------
<S> <C>
(a) Collections of Principal Receivables $ 428,734,954.28 < -|
(b) Collections of Finance Charge Receivables (from cardholder payments) 43,621,112.51 < -|--[B]
(c) Collections of Finance Charge Receivables (from merchant fees, 6,306,932.55 < -|
deferred billing fees, collection account interest)
(d) Collections of Discount Option Receivables 0.00
----
(e) Total Finance Charge Collections (b + c + d) |- > $ 49,928,045.06
[D]--| -----------------
(f) Total Collections (a + e) |- > $ 478,662,999.34
=================
DELINQUENCIES AND LOSSES:
-------------------------
(g) 2 missed payments |- > $ 90,504,000
(h) 3 missed payments [B]--|- > 41,921,000
(i) 4 or more missed payments |- > 78,634,000
----------------
(j) Total delinquencies (g + h + i) |- > $ 211,059,000
| ================
|
(k) Gross Charge-Offs during the month | $ 16,270,120.23 < -|
(l) Recoveries during the month [D]--| $ 2,580,787.24 < -|--[B]
(m) Net Charge-Offs during the month (k - l) |- > $ 13,689,332.99
V. NON-U.S. ACCOUNTS
- ---------------------------------------------------------------------------------------------------------
(a) Non-US Accounts at end of month |- > 94,644
(b) as a percentage of total (a / c) [B]--| 0.35% < -|--[D]
(c) Total number of Accounts in Trust (at end of month) |- > 27,298,002
</TABLE>
Page 3 of 6
<PAGE>
MONTHLY CERTIFICATEHOLDERS' STATEMENT Attachment I
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1995-1
<TABLE>
<CAPTION>
VI. AVAILABLE SERIES 1995-1 FINANCE CHARGE COLLECTIONS AND APPLICATION OF FUNDS
- -----------------------------------------------------------------------------------------------------------
<S> <C>
(a) Floating Allocation Percentage of Collections of Finance Charge Receivables $ 6,053,459.51 < -|
(b) Investment earnings on Principal Funding Account - |
(c) Investment earnings in Reserve Account deposited in the Collection Account - |
(d) Reserve draw Amount deposited into the Collection Account - |
--------------- |
(e) Available Series 1995-1 Finance Charge Collections (a + b + c + d) $ 6,053,459.51 < -|--[D]
|
(i) Class A Interest - < -|
(ii) Servicing Fee [C]--|- > 427,015.25
(iii) Class A Investor Defaulted Amount ((IV.m*(II.k)) |- > 863,744.85
|
(iv) Class B Investor Defaulted Amount ((IV.m*(II.l)) |- > 796,000.15
|
(v) Adjustment Payment Shortfalls | -
|
(vi) Reimbursement of Class A Investor Charge-Offs | -
|
(vii) Reimbursement of Class B Investor Charge-Offs [D]--| -
and Reallocated Class B Principal Collections |
|
(viii) Class B Interest | -
|
(ix) Reserve Account | -
|
(x) Excess Finance Charge Collections |- > $ 3,966,699.27
(e-i-ii-iii-iv-v-vi-vii-viii-ix)
</TABLE>
Page 4 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1995-1
<TABLE>
<CAPTION>
VII. YIELD AND BASE RATE
- -----------------------------------------------------------------------------------------------
<S> <C>
BASE RATE
(a) Base Rate (current month) |- > 5.65%
(b) Base Rate (prior month) | 6.16% < -|
(c) Base Rate (2 months ago) | 6.67% < -|
| |
(d) 3 Month Average Base Rate [D]--|- > 6.16% |
| |
PORTFOLIO YIELD | |--[B]
| |
(e) Portfolio Yield (current month) |- > 8.64% |
(f) Portfolio Yield (prior month) | 20.54% < -|
(g) Portfolio Yield (2 months ago) | 23.31% < -|
|
(h) 3 Month Average Portfolio Yield |- > 17.50%
VIII. PORTFOLIO PERFORMANCE RATES
- -----------------------------------------------------------------------------------------------
(a) Net Charge-Offs (annualized % of Principal Receivables
at beginning of period) |- > 6.66%
(b) Monthly Payment Rate (% of Principal Receivables at |
beginning of period (adjusted for number of days in period)) |- > 19.42%
(c) Trust Portfolio Yield (annualized) |- > 24.30%
(d) Portfolio Yield (3 month average (annualized)) [D]--|- > 17.50%
(e) Base Rate (3 month average) |- > 6.16%
(f) Excess Finance Charge Collections % (d - e) |- > 11.34%
</TABLE>
Page 5 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1995-1
<TABLE>
<CAPTION>
IX. PRINCIPAL COLLECTIONS
- --------------------------------------------------------------------------------------------------------------
<S> <C>
(a) Class A Principal Allocation Percentage |- > 18.93%
(b) Class A Principal [D]--| $ -
(c) Class B Principal Allocation Percentage |- > 5.81%
(d) Class B Principal $ -
(e) Total Principal (b + d) $ -
(f) Reallocated Principal Collections $ -
(g) Shared Principal Collections allocable from other Series and Participation $ -
X. INVESTOR CHARGE-OFFS
- --------------------------------------------------------------------------------------------------------------
CLASS A INVESTOR CHARGE-OFFS
(a) Class A Investor Charge-Offs $ -
(b) Class A Investor Charge-Offs per $1,000 original certificate principal amount $ -
(c) Total amount reimbursed in respect of Class A Investor Charge-Offs $ -
(d) The amount, if any, by which the outstanding principal balance of the Class $ -
A Certificates exceeds the Class A Invested Amount after giving effect to all
transactions on such Distribution Date.
CLASS B INVESTOR CHARGE-OFFS
(e) Class B Investor Charge-Offs $ -
(f) Class B Investor Charge-Offs per $1,000 original certificate principal amount $ -
(g) Total amount reimbursed in respect of Class B Investor Charge-Offs $ -
(h) The amount, if any, by which the outstanding principal balance of the Class $ -
B Certificates exceeds the Class B Invested Amount after giving effect to all
transactions on such Distribution Date.
XI. AMORTIZATION
- --------------------------------------------------------------------------------------------------------------
(a) Class A Accumulation Period Length (months) [A]--|- > 3
(b) Controlled Accumulation Amount |- > $133,333,333.34
(c) Deficit Controlled Accumulation Amount $ -
(d) Total Principal on deposit in Principal Funding Account for the benefit of $ -
Class A Certificateholders (end of month)
</TABLE>
RETAILERS NATIONAL BANK,
AS SERVICER
BY:
-------------------------------------
NAME: THOMAS A. SWANSON
TITLE: VICE PRESIDENT & CASHIER
Page 6 of 6
<PAGE>
Exhibit 99.7
[LETTERHEAD]
Report of Independent Accountants
Dayton Hudson Corporation,
its Officers and Directors
and
Dayton Hudson Receivables Corporation,
its Officers and Directors
As Transferor
and
Retailers National Bank
its Officers and Directors
As Servicer
and
Norwest Bank, National Association
As Trustee
At your request, we have applied certain agreed-upon procedures, described
below, agreed to by Dayton Hudson Corporation ("the Company"), Dayton Hudson
Receivables Corporation, as Transferor, and Retailers National Bank, as
Servicer, each of their respective Officers and Directors, and Norwest Bank,
National Association, as Trustee to the Monthly Certificateholders'
Statements ("the Statements"), issued pursuant to the Dayton Hudson Credit
Card Master Trust Pooling and Servicing Agreement ("the Pooling and Servicing
Agreement") dated September 13, 1995, for Series 1997-1 to each of the
monthly reporting periods from January 1998 through December 1998. An example
of a Statement is provided as Attachment I. The specific procedures performed
on each of the Statements are cross-referenced to Attachment I for each item
or group of items. Only those items with balances on the Statements were
cross-referenced. Our procedures were applied as indicated with respect to
the letters explained below:
A. Compared amounts to the Dayton Hudson Credit Card Master Trust
Prospectus Supplement, for Series 1997-1 dated October 8, 1997 ("the
Prospectus Supplement") and found them to be in agreement.
B. Compared the dollar and other amounts not derived directly from the
Prospectus Supplement to amounts in the Company's accounting records to
the extent such amounts could be so compared directly and found them to
be in agreement. Examples of those accounting records used are listed
below.
<PAGE>
-2-
C. Compared the dollar and other amounts not derived directly from the
Prospectus Supplement, or that could not be compared directly to the
Company's accounting records, to amounts within the Monthly
Certificateholders' Statement and found them to be in agreement.
D. Proved the arithmetic accuracy of the percentages or amounts based on the
data in the above mentioned Prospectus Supplement and accounting records.
Accounting records for purposes of this letter include the following reports
or records: Data Summary Sheet; Breakout of Finance Charge Receivable and
Principal Receivable; Finance Charge Receivable Payments as a Percentage of
Total Monthly Payments; Receivable Aging by Dollar Balance; Month End
Accounts Receivable Aging Summary Reports; Purified Net Write-Off Reports;
Monthly Sales Returns; Credits and Adjustments Reports; Bank Sales Reports;
Account Totals by Delinquency Level Reports; Geographic Distribution of
Accounts and Receivables Reports; Miscellaneous Payment Instructions Report;
and Monthly Collection Account Earnings. All Monthly Reports are generated by
management of Dayton Hudson Corporation or Retailers National Bank.
There were no findings noted as a result of our procedures performed.
We were not engaged to, and did not perform an audit, the objective of which
would be the expression of an opinion on the Monthly Certificateholders'
Statements. Accordingly, we do not express such an opinion. Had we performed
additional procedures, other matters might have come to our attention that
would have been reported to you.
This report is intended solely for the use of the specified users listed
above and should not be used by those who have not agreed to the procedures
and taken responsibility for the sufficiency of the procedures for their
purposes.
Very truly yours,
/s/ Ernst & Young LLP
January 26, 1999
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1997-1
Pursuant to the Pooling and Servicing Agreement, dated as of September 13,
1995 (as may be amended, from time to time, the "Agreement"), as supplemented
by the Series 1997-1 Supplement (as amended and Supplemented, the "Series
Supplement"), each among Retailers National Bank, as Servicer, Dayton Hudson
Receivables Corporation, as Transferor, and Norwest Bank Minnesota, National
Association, as Trustee, the Servicer is required to prepare certain
information each month regarding distributions to Certificateholders and the
performance of the Trust. The information with respect to the applicable
Distribution Date and Monthly Period is set forth below.
MONTHLY PERIOD: DECEMBER 1998
DISTRIBUTION DATE: JANUARY 25, 1999
NO. OF DAYS IN PERIOD 35
<TABLE>
<S> <C> <C>
- -------------------------------------------------------------------------------------------------
A. ORIGINAL DEAL PARAMETERS
(a) Class A Initial Invested Amount |- >$ 400,000,000.00 76.50% < -|
(b) Class B Initial Invested Amount |- > 122,875,817.00 23.50% < -|--[D]
| ----------------- |
(c) Total Initial Invested Amount | $ 522,875,817.00 < --------|
[A]--| -----------------
| -----------------
|
(d) Class A Certificate Rate |------------ > 6.25%
(e) Class B Certificate Rate | 0.00%
|
(f) Servicing Fee Rate |------------ > 2.00%
(g) Discount Percentage 0.00%
- -------------------------------------------------------------------------------------------------
I. RECEIVABLES IN THE TRUST
- -------------------------------------------------------------------------------------------------
(a) Beginning of the Period Principal Receivables |- >$2,261,540,582.97
(b) Beginning of the Period Finance Charge Receivables |- > 81,791,049.41
(c) Beginning of the Period Discounted Receivables | -
| -----------------
(d) Beginning of the Period Total Receivables (a+b+c) | $2,343,331,632.38 < --------|
| ----------------- |
| ----------------- |
| |
(e) Removed Principal Receivables | $ - |
(f) Removed Finance Charge Receivables | - |
| ----------------- |
(g) Removed Total Receivables (e+f) | $ - |
| ----------------- |
| ----------------- |
[B]--| |
(h) Supplemental Principal Receivables | $ - |--[D]
(i) Supplemental Finance Charge Receivables | - |
| ----------------- |
(j) Supplemental Total Receivables (h+i) | $ - |
| ----------------- |
| ------------------ |
| |
(k) End of Period Principal Receivables |- >$2,616,224,315.08 |
(l) End of Period Finance Charge Receivables |- > 82,387,141.05 |
(m) End of Period Discounted Receivables - |
----------------- |
(n) End of Period Total Receivables (k+l+m) $2,698,611,456.13 < --------|
-----------------
-----------------
</TABLE>
Page 1 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1997-1
<TABLE>
<S> <C> <C>
II. INVESTED AMOUNTS AND ALLOCATION PERCENTAGES
- -------------------------------------------------------------------------------------------------
(a) Class A Initial Invested Amount |- >$ 400,000,000.00 76.50% < -|
(b) Class B Initial Invested Amount [A]--|- > 122,875,817.00 23.50% < -|
----------------- |
(c) Total Initial Invested Amount (a+b) |- >$ 522,875,817.00 |
| |
(d) Class A Invested Amount (a-(X.a)) |- >$ 400,000,000.00 76.50% < -|--[D]
(e) Class B Invested Amount (b-(X.e)) |- > 122,875,817.00 23.50% < -|
[D]--| ----------------- |
(f) Total Invested Amount (d+e) |- >$ 522,875,817.00 |
| |
(g) Class A Adjusted Invested Amount (a-(X.a)-(III.f) |- >$ 400,000,000.00 76.50% < -|
(h) Class B Invested Amount (b-(X.e)) |- > 122,875,817.00 23.50% < -|
| -----------------
(i) Total Adjusted Invested Amount (g+h) |- >$ 522,875,817.00
(j) Floating Allocation Percentage |- > 23.12%
(k) Class A Floating Allocation Percentage |- > 17.69%
(l) Class B Floating Allocation Percentage |- > 5.43%
|
(m) Principal Allocation Percentage [D]--|- > 23.12%
(n) Class A Principal Allocation Percentage |- > 17.69%
(o) Class B Principal Allocation Percentage |- > 5.43%
|
(p) Servicing Fee |- >$ 871,459.70
(q) Investor Defaulted Amount (j*(IV.(m))) |- >$ 3,350,074.74
III. TRANSFEROR'S INTEREST, RETAINED INTEREST, SPECIAL FUNDING
ACCOUNT, AND PRINCIPAL FUNDING ACCOUNT
- -------------------------------------------------------------------------------------------------
(a) Transferor's Amount (end of month) |- >$1,400,501,135.78
(b) Required Retained Transferor Amount [B]--|- >$ 52,324,486.30
(c) Required Principal Balance |- >$1,215,723,179.30
(e) Funds on deposit in Special Funding Account
(end of month) $ -
(f) Principal on deposit in Principal Funding Account
(beginning of month) $ -
(g) Principal on deposit in Principal Funding Account
(end of month) $ -
</TABLE>
Page 2 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1997-1
<TABLE>
<S> <C>
IV. PERFORMANCE SUMMARY
- -------------------------------------------------------------------------------------------------------
COLLECTIONS:
-----------
(a) Collections of Principal Receivables $ 469,749,421.69 < -|
(b) Collections of Finance Charge Receivables (from cardholder payments) 43,144,321.69 < -|--[B]
(c) Collections of Finance Charge Receivables (from merchant fees, 7,236,930.07 < -|
deferred billing fees, collection account interest)
(d) Collections of Discount Option Receivables 0.00
----
(e) Total Finance Charge Collections (b+c+d) |- >$ 50,381,251.76
[D]--| ------------------
(f) Total Collections (a+e) |- >$ 520,130,673.37
------------------
------------------
DELINQUENCIES AND LOSSES:
-------------------------
(g) 2 missed payments |- >$ 81,317,000
(h) 3 missed payments [B]--|- > 40,453,000
(i) 4 or more missed payments |- > 78,186,000
-------------------
(j) Total delinquencies (g+h+i) |- >$ 199,956,000
| -------------------
[D]--| -------------------
(k) Gross Charge-Offs during the month | $ 16,868,901.04 < -|
(l) Recoveries during the month | $ 2,379,169.94 < -|--[B]
(m) Net Charge-Offs during the month (k-l) |- >$ 14,489,731.10
V. NON-U.S. ACCOUNTS
- -------------------------------------------------------------------------------------------------------
(a) Non-US Accounts at end of month |- > 95,231
(b) as a percentage of total (a/c) [B]--| 0.32% < -|--[D]
|
(c) Total number of Accounts in Trust (at end of month) |- > 30,102,402
</TABLE>
Page 3 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1997-1
<TABLE>
<S> <C>
VI. AVAILABLE SERIES 1997-1 FINANCE CHARGE COLLECTIONS AND APPLICATION OF FUNDS
- ------------------------------------------------------------------------------------------------------------------
(a) Floating Allocation Percentage of Collections of Finance Charge Receivables $ 11,648,315.48 < -|
(b) Investment earnings on Principal Funding Account - |
(c) Investment earnings on Reserve Account deposited in the Collection Account - |
(d) Reserve draw Amount deposited into the Collection Account - |
----------------- |--[D]
(e) Available Series 1997-1 Finance Charge Collections (a+b+c+d) $ 11,648,315.48 < -|
|
(i) Class A Interest 2,083,333.34 < -|
(ii) Servicing Fee [C]--|- > 871,459.70
(iii) Class A Investor Defaulted Amount ((IV.m*(II.k)) |- > 2,562,807.18
|
(iv) Class B Investor Defaulted Amount ((IV.m*(II.l)) |- > 787,267.56
|
(v) Adjustment Payment Shortfalls | -
|
(vi) Reimbursement of Class A Investor Charge-Offs | -
[D]--|
(vii) Reimbursement of Class B Investor Charge-Offs | -
and Reallocated Class B Principal Collections |
|
(viii) Class B Interest | -
|
(ix) Reserve Account | -
|
(x) Excess Finance Charge Collections |- >$ 5,343,447.69
(e-i-ii-iii-iv-v-vi-vii-viii-ix)
</TABLE>
Page 4 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1997-1
<TABLE>
<S> <C>
VII. YIELD AND BASE RATE
- ----------------------------------------------------------------------------------------------------
BASE RATE
- ---------
(a) Base Rate (current month) |- > 6.78%
(b) Base Rate (prior month) | 6.78% < -|
(c) Base Rate (2 months ago) | 6.78% < -|
| |
(d) 3 Month Average Base Rate |- > 6.78% |
| |
PORTFOLIO YIELD | |
- --------------- [D]--| |--[B]
| |
(e) Portfolio Yield (current month) |- > 16.32% |
(f) Portfolio Yield (prior month) | 21.83% < -|
(g) Portfolio Yield (2 months ago) | 22.73% < -|
|
(h) 3 Month Average Portfolio Yield |- > 20.29%
VIII. PORTFOLIO PERFORMANCE RATES
- ----------------------------------------------------------------------------------------------------
(a) Net Charge-Offs (annualized % of Principal Receivables |- > 6.59%
at beginning of period) |
(b) Monthly Payment Rate (% of Principal Receivables at |- > 19.71%
beginning of period (adjusted for number of days in period)) [D]--|
(c) Trust Portfolio Yield (annualized) |- > 22.91%
(d) Portfolio Yield (3 month average (annualized)) |- > 20.29%
(e) Base Rate (3 month average) |- > 6.78%
(f) Excess Finance Charge Collections % (d-e) |- > 13.51%
</TABLE>
Page 5 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1997-1
<TABLE>
<S> <C>
IX. PRINCIPAL COLLECTIONS
- ------------------------------------------------------------------------------------------------------------------
(a) Class A Principal Allocation Percentage |- > 17.69%
(b) Class A Principal [D]--| $ -
(c) Class B Principal Allocation Percentage |- > 5.43%
(d) Class B Principal $ -
(e) Total Principal (b+d) $ -
(f) Reallocated Principal Collections $ -
(g) Shared Principal Collections allocable from other $ -
Series, Participation and Transferor Certificate
X. INVESTOR CHARGE-OFFS
- ------------------------------------------------------------------------------------------------------------------
CLASS A INVESTOR CHARGE-OFFS
----------------------------
(a) Class A Investor Charge-Offs $ -
(b) Class A Investor Charge-Offs per $1,000 original certificate $ -
principal amount
(c) Total amount reimbursed in respect of Class A Investor Charge-Offs $ -
(d) The amount, if any, by which the outstanding principal balance $ -
of the Class A Certificates exceeds the Class A Invested Amount
after giving effect to all transactions on such Distribution
Date.
CLASS B INVESTOR CHARGE-OFFS
----------------------------
(e) Class B Investor Charge-Offs $ -
(f) Class B Investor Charge-Offs per $1,000 original certificate $ -
principal amount
(g) Total amount reimbursed in respect of Class B Investor Charge-Offs $ -
(h) The amount, if any, by which the outstanding principal balance $ -
of the Class B Certificates exceeds the Class B Invested Amount
after giving effect to all transactions on such Distribution
Date.
XI. AMORTIZATION
- ------------------------------------------------------------------------------------------------------------------
(a) Class A Accumulation Period Length (months) [A]--|- > 12
(b) Controlled Accumulation Amount |- > $33,333,333.34
(c) Deficit Controlled Accumulation Amount $ -
(d) Total Principal on deposit in Principal Funding Account $ -
for the benefit of Class A Certificateholders
</TABLE>
RETAILERS NATIONAL BANK,
AS SERVICER
BY:
-------------------------------
NAME: RONALD A. PRILL
TITLE: CHAIRMAN & CEO
Page 6 of 6
<PAGE>
Exhibit 99.8
[LETTERHEAD]
Report of Independent Accountants
Dayton Hudson Corporation,
its Officers and Directors
and
Dayton Hudson Receivables Corporation,
its Officers and Directors
As Transferor
and
Retailers National Bank,
its Officers and Directors
As Servicer
and
Norwest Bank, National Association
As Trustee
At your request, we have applied certain agreed-upon procedures, described
below, agreed to by Dayton Hudson Corporation ("the Company"), Dayton Hudson
Receivables Corporation, as Transferor, and Retailers National Bank, as
Servicer, each of their respective Officers and Directors, and Norwest Bank,
National Association, as Trustee to the Monthly Certificateholders'
Statements ("the Statements"), issued pursuant to the Dayton Hudson Credit
Card Master Trust Pooling and Servicing Agreement ("the Pooling and Servicing
Agreement") dated September 13, 1995, for Series 1998-1 to each of the
monthly reporting periods from August 1998 through December 1998. An example
of a Statement is provided as Attachment I. The specific procedures performed
on each of the Statements are cross-referenced to Attachment I for each item
or group of items. Only those items with balances on the Statements were
cross-referenced. Our procedures were applied as indicated with respect to
the letters explained below:
A. Compared amounts to the Dayton Hudson Credit Card Master Trust
Prospectus Supplement, for Series 1998-1 dated August 5, 1998 ("the
Prospectus Supplement") and found them to be in agreement.
B. Compared the dollar and other amounts not derived directly from the
Prospectus Supplement to amounts in the Company's accounting records to
the extent such amounts could be so compared directly and found them to
be in agreement. Examples of those accounting records used are listed
below.
<PAGE>
-2-
C. Compared the dollar and other amounts not derived directly from the
Prospectus Supplement, or that could not be compared directly to the
Company's accounting records, to amounts within the Monthly
Certificateholders' Statement and found them to be in agreement.
D. Proved the arithmetic accuracy of the percentages or amounts based on
the data in the above mentioned Prospectus Supplement and accounting
records.
Accounting records for purposes of this letter include the following reports
or records: Data Summary Sheet; Breakout of Finance Charge Receivable and
Principal Receivable; Finance Charge Receivable Payments as a Percentage of
Total Monthly Payments; Receivable Aging by Dollar Balance; Month End
Accounts Receivable Aging Summary Reports; Purified Net Write-Off Reports;
Monthly Sales Returns; Credits and Adjustments Reports; Bank Sales Reports;
Account Totals by Delinquency Level Reports; Geographic Distribution of
Accounts and Receivables Reports; Miscellaneous Payment Instructions Report,
and Monthly Collection Account Earnings. All Monthly Reports are generated by
management of Dayton Hudson Corporation or Retailers National Bank.
There were no findings noted as a result of our procedures performed.
We were not engaged to, and did not perform an audit, the objective of which
would be the expression of an opinion on the Monthly Certificateholders'
Statements. Accordingly, we do not express such an opinion. Had we performed
additional procedures, other matters might have come to our attention that
would have been reported to you.
This report is intended solely for the use of the specified users listed
above and should not be used by those who have not agreed to the procedures
and taken responsibility for the sufficiency of the procedures for their
purposes.
Very truly yours,
/s/ Ernst & Young LLP
January 26, 1999
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1998-1
Pursuant to the Pooling and Servicing Agreement, dated as of September 13,
1995 (as may be amended, from time to time, the "Agreement"), as supplemented
by the Series 1997-1 Supplement (as amended and Supplemented, the "Series
Supplement"), each among Retailers National Bank, as Servicer, Dayton Hudson
Receivables Corporation, as Transferor, and Norwest Bank Minnesota, National
Association, as Trustee, the Servicer is required to prepare certain
information each month regarding distributions to Certificateholders and the
performance of the Trust. The information with respect to the applicable
Distribution Date and Monthly Period is set forth below.
MONTHLY PERIOD: DECEMBER 1998
DISTRIBUTION DATE: JANUARY 25, 1999
NO. OF DAYS IN PERIOD 35
<TABLE>
- ----------------------------------------------------------------------------------------------
<S> <C> <C>
A. ORIGINAL DEAL PARAMETERS
(a) Class A Initial Invested Amount |- > $ 400,000,000.00 76.50% < -|
(b) Class B Initial Invested Amount |- > 122,875,817.00 23.50% < -|--[D]
(c) Total Initial Invested Amount [A]--| ----------------- |
| $ 522,875,817.00 < -------|
| -----------------
| -----------------
|
(d) Class A Certificate Rate |------------ > 6.25%
(e) Class B Certificate Rate | 0.00%
|
(f) Servicing Fee Rate |------------ > 2.00%
(g) Discount Percentage 0.00%
- -------------------------------------------------------------------------------
I. RECEIVABLES IN THE TRUST
- -------------------------------------------------------------------------------
(a) Beginning of the Period Principal Receivables |- > $2,261,540,582.97
(b) Beginning of the Period Finance Charge |
Receivables |- > 81,791,049.41
(c) Beginning of the Period Discounted Receivables | -
| -----------------
(d) Beginning of the Period Total Receivables |
(a+b+c) | $2,343,331,632.38 < -|
| ----------------- |
| ----------------- |
(e) Removed Principal Receivables | $ - |
(f) Removed Finance Charge Receivables | - |
| ----------------- |
(g) Removed Total Receivables (e+f) [B]--| $ - |--[D]
| ----------------- |
| ----------------- |
(h) Supplemental Principal Receivables | $ - |
(i) Supplemental Finance Charge Receivables | - |
| ----------------- |
(j) Supplemental Total Receivables (h+i) | $ - |
| ----------------- |
| ----------------- |
(k) End of Period Principal Receivables |- > $2,616,224,315.08 |
(l) End of Period Finance Charge Receivables |- > 82,387,141.05 |
(m) End of Period Discounted Receivables - |
----------------- |
(n) End of Period Total Receivables (k+l+m) $2,698,611,456.13 < -|
-----------------
-----------------
</TABLE>
Page 1 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1998-1
II. INVESTED AMOUNTS AND ALLOCATION PERCENTAGES
- -------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
(a) Class A Initial Invested Amount |- > $ 400,000,000.00 76.50% < -|
(b) Class B Initial Invested Amount [A]--|- > 122,875,817.00 23.50% < -|
----------------- |
(c) Total Initial Invested Amount (a+b) |- > $ 522,875,817.00 |
(d) Class A Invested Amount (a-(X.a)) |- > $ 400,000,000.00 76.50% < -|--[D]
(e) Class B Invested Amount (b-(X.e)) |- > 122,875,817.00 23.50% < -|
| ----------------- |
(f) Total Invested Amount (d+e) [D]--|- > $ 522,875,817.00 |
(g) Class A Adjusted Invested Amount | |
(a-(X.a)-(III.f)) |- > $ 400,000,000.00 76.50% < -|
(h) Class B Invested Amount (b-(X.e)) |- > 122,875,817.00 23.50% < -|
| -----------------
(i) Total Adjusted Invested Amount (g+h) |- > $ 522,875,817.00
(j) Floating Allocation Percentage |- > 23.12%
(k) Class A Floating Allocation Percentage |- > 17.69%
(l) Class B Floating Allocation Percentage |- > 5.43%
|
(m) Principal Allocation Percentage |- > 23.12%
(n) Class A Principal Allocation Percentage [D]--|- > 17.69%
(o) Class B Principal Allocation Percentage |- > 5.43%
|
(p) Servicing Fee |- > $ 871,459.70
(q) Investor Defaulted Amount (j*(IV.(m))) |- > $ 3,350,074.74
</TABLE>
III. TRANSFEROR'S INTEREST, RETAINED INTEREST, SPECIAL FUNDING
ACCOUNT, AND PRINCIPAL FUNDING ACCOUNT
- -------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
(a) Transferor's Amount (end of month) |- > $1,400,501,135.78
(b) Required Retained Transferor Amount [B]--|- > $ 52,324,486.30
(c) Required Principal Balance |- > $1,215,723,179.30
(e) Funds on deposit in Special Funding
Account (end of month) $ -
(f) Principal on deposit in Principal Funding
Account (beginning of month) $ -
(g) Principal on deposit in Principal Funding
Account (end of month) $ -
</TABLE>
Page 2 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1998-1
IV. PERFORMANCE SUMMARY
- -------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
COLLECTIONS:
-----------
(a) Collections of Principal Receivables $ 469,749,421.61 < -|
(b) Collections of Finance Charge Receivables |
(from cardholder payments) 43,144,321.69 < -|--[B]
(c) Collections of Finance Charge Receivables |
(from merchant fees, deferred billing fees, |
collection account interest) 7,236,930.07 < -|
(d) Collections of Discount Option Receivables 0.00
----
(e) Total Finance Charge Collections (b+c+d) |- > $ 50,381,251.76
[D]--| -----------------
(f) Total Collections (a+e) |- > $ 520,130,673.37
-----------------
-----------------
DELINQUENCIES AND LOSSES:
------------------------
(g) 2 missed payments |- > $ 81,317,000
(h) 3 missed payments [B]--|- > 40,453,000
(i) 4 or more missed payments |- > 78,186,000
-----------------
(j) Total delinquencies (g+h+i) |- > $ 199,956,000
| -----------------
| -----------------
|
(k) Gross Charge-Offs during the month [D]--| $ 16,868,901.04 < -|
(l) Recoveries during the month | $ 2,379,169.94 < -|--[B]
(m) Net Charge-Offs during the month (k-l) |- > $ 14,489,731.10
V. NON-U.S. ACCOUNTS
- -------------------------------------------------------------------------------
(a) Non-US Accounts at end of month |- > 95,231
(b) as a percentage of total (a/c) | 0.32% < -|--[D]
[B]--|
(c) Total number of Accounts in Trust (at end |
of month) |- > 30,102,402
</TABLE>
Page 3 of 6
<PAGE>
Attachment 1
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1998-1
VI. AVAILABLE SERIES 1997-1 FINANCE CHARGE COLLECTIONS AND
APPLICATION OF FUNDS
- ------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
(a) Floating Allocation Percentage of
Collections of Finance Charge Receivables $ 11,648,315.48 < -|
|
|
(b) Investment earnings on Principal Funding Account - |
|
(c) Investment earnings in Reserve Account deposited |
in the Collection Account - |
|
(d) Reserve draw Amount deposited into the |--[D]
Collection Account - |
--------------- |
|
(e) Available Series 1997-1 Finance |
Charge Collections (a + b + c + d) $ 11,648,315.48 < -|
|
(i) Class A Interest 2,083,333.34 < -|
(ii) Servicing Fee [C]--|- > 871,459.70
(iii) Class A Investor Defaulted Amount
((IV.m* (II.k)) |- > 2,562,807.18
(iv) Class B Investor Defaulted Amount |- > 787,267.56
((IV.m* (II.l)) |
(v) Adjustment Payment Shortfalls | -
|
(vi) Reimbursement of Class A Investor | -
Charge-Offs |
|
(vii) Reimbursement of Class B Investor |
Charge-Offs and Reallocated [D] --| -
Class B Principal Collections |
|
(viii) Class B Interest | -
|
(ix) Reserve Account | -
|
(x) Excess Finance Charge Collections |
(e-i-ii-iii-iv-v-vi-vii-viii-ix) |- > $ 5,343,447.69
</TABLE>
Page 4 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1998-1
VII YIELD AND BASE RATE
- -------------------------------------------------------------------------------
BASE RATE
- ---------
<TABLE>
<S> <C> <C> <C>
(a) Base Rate (current month) |- > 6.78%
(b) Base Rate (prior month) | 6.78% < -|
(c) Base Rate (2 months ago) | 6.78% < -|
| |
(d) 3 Month Average Base Rate |- > 6.78% |
[D]--| |
PORTFOLIO YIELD | |
- --------------- | |
| |--[B]
(e) Portfolio Yield (current month) |- > 16.32% |
(f) Portfolio Yield (prior month) | 21.83% < -|
(g) Portfolio Yield (2 months ago) | 22.73% < -|
|
(h) 3 Month Average Portfolio Yield |- > 20.29%
VII PORTFOLIO PERFORMANCE RATES
- -------------------------------------------------------------------------------
(a) Net Charge-Offs (annualized % of Principal |- > 6.59%
Receivables at beginning of period) |
(b) Monthly Payment Rate (% of Principal Receivables at |- > 19.71%
beginning of period (adjusted for number of days |
in period)) |
(c) Trust Portfolio Yield (annualized) [D]--|- > 22.91%
(d) Portfolio Yield (3 month average |- > 20.29%
(annualized)) |
(e) Base Rate (3 month average) |- > 6.78%
(f) Excess Finance Charge Collections % (d-e) |- > 13.51%
</TABLE>
Pages 5 of 6
<PAGE>
Attachment I
MONTHLY CERTIFICATEHOLDERS' STATEMENT
RETAILERS NATIONAL BANK
DAYTON HUDSON CREDIT CARD MASTER TRUST
SERIES 1998-1
IX PRINCIPAL COLLECTIONS
- -------------------------------------------------------------------------------
<TABLE>
<S> <C> <C>
(a) Class A Principal Allocation Percentage |- > 17.69%
(b) Class A Principal [D]--| $ -
(c) Class B Principal Allocation Percentage |- > 5.43%
(d) Class B Principal $ -
(e) Total Principal (b+d) $ -
(f) Reallocated Principal Collections $ -
(g) Shared Principal Collections allocable $ -
from other Series, Participation and
Transferor Certificate
X INVESTOR CHARGE-OFFS
- -------------------------------------------------------------------------------
CLASS A INVESTOR CHARGE-OFFS
----------------------------
(a) Class A Investor Charge-Offs $ -
(b) Class A Investor Charge-Offs per $1,000
original certificate principal amount $ -
(c) Total amount reimbursed in respect of
Class A Investor Charge-Offs $ -
(d) The amount, if any, by which the outstanding $ -
principal balance of the Class A Certificates
exceeds the Class A Invested Amount after giving
effect to all transactions on such Distribution
Date.
CLASS B INVESTOR CHARGE-OFFS
----------------------------
(e) Class B Investor Charge-Offs $ -
(f) Class B Investor Charge-Offs per $1,000
original certificate principal amount $ -
(g) Total amount reimbursed in respect of Class B
Investor Charge-Offs $ -
(h) The amount, if any, by which the outstanding $ -
principal balance of the Class B Certificates
exceeds the Class B Invested Amount after giving
effect to all transactions on such Distribution
Date.
XI AMORTIZATION
- -------------------------------------------------------------------------------
(a) Class A Accumulation Period Length (months) [A]--|- > 12
(b) Controlled Accumulation Amount |- > $33,333,333.34
(c) Deficit Controlled Accumulation Amount $ -
(d) Total Principal on deposit in Principal $ -
Funding Account for the benefit of Class A
Certificateholders
</TABLE>
RETAILERS NATIONAL BANK,
AS SERVICER
BY:
---------------------------
NAME: RONALD A. PRILL
TITLE: CHAIRMAN & CEO
Page 6 of 6
