DAYTON HUDSON RECEIVABLES CORP
8-K, 2000-01-28
ASSET-BACKED SECURITIES
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<PAGE>

                       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: JANUARY 28, 2000


                      DAYTON HUDSON RECEIVABLES CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                    Minnesota
                                    ---------
                 (State or other jurisdiction of incorporation)



        0-26930                                       41-1812153
        -------                                       ----------
(Commission File Number)                (I.R.S. Employer Identification Number)




                      Dayton Hudson Receivables Corporation
                             80 South Eighth Street
                             14th Floor, Suite 1401
                          Minneapolis, Minnesota 55402
                                  (612)370-6530
               (Address, including Zip Code, and Telephone Number,
        Including Area Code, of Registrant's Principal Executive Office)



                               Page 1 of 19 Pages
                       The Exhibit Index Appears on Page 3


<PAGE>

ITEM 5:  OTHER EVENTS


The Monthly Servicer's Certificates for the Monthly Period ended January 1,
2000 and the Monthly Certificateholders' Statements for the Monthly Period
ended January 1, 2000, with respect to the Class A Asset Backed Certificates,
6.25% Series 1997-1, the Class B Asset Backed Certificates, Series 1997-1,
the Class A Asset Backed Certificates, 5.90% Series 1998-1 and the Class B
Asset Backed Certificates, Series 1998-1, issued by the Dayton Hudson Credit
Card Master Trust, were delivered to the Trustee on January 20, 2000, and the
Monthly Certificateholders' Statements were then distributed to
Certificateholders on January 25, 2000.

The above described Monthly Servicer's Certificates are filed as Exhibits
20.1 and 20.3 to this Report. The above described Monthly Certificateholders'
Statements are filed as Exhibits 20.2 and 20.4 to this Report.

                                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 thereunto duly authorized.

Dated: January 28, 2000

                            DAYTON HUDSON RECEIVABLES CORPORATION


                            By:     /s/ Stephen C. Kowalke
                                    -----------------------------------------
                            Name:   Stephen C. Kowalke
                            Title:  Vice President and Treasurer


<PAGE>

                               EXHIBIT INDEX

<TABLE>
<CAPTION>
                                                                       SEQUENTIALLY
EXHIBIT NUMBER                        DESCRIPTION                      NUMBERED PAGE
- --------------                        -----------                      -------------
<S>                         <C>                                        <C>
         20.1               Series 1997-1 Monthly                            4
                            Servicer's Certificate for the
                            Monthly Period ended
                            January 1, 2000.

         20.2               Series 1997-1 Monthly                            6
                            Certificateholders'
                            Statement for the Monthly
                            Period ended January 1,
                            2000.

         20.3               Series 1998-1 Monthly                           12
                            Servicer's Certificate for the
                            Monthly Period ended
                            January 1, 2000.

         20.4               Series 1998-1 Monthly                           14
                            Certificateholders'
                            Statement for the Monthly
                            Period ended January 1,
                            2000.
</TABLE>


<PAGE>

                                                                  Exhibit 20.1

                           MONTHLY SERVICER'S CERTIFICATE

                               RETAILERS NATIONAL BANK

                        DAYTON HUDSON CREDIT CARD MASTER TRUST
                                    SERIES 1997-1


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 may be amended, from time to time, the "Agreement")
as supplemented by the Series 1997-1 Supplement (as amended and supplemented,
the "Series Supplement"), among RNB, Dayton Hudson Receivables Corporation
and Norwest Bank Minnesota, National Association, does hereby certify as
follows:

     1.  Capitalized terms used in this Certificate have their respective
         meanings as set forth in the Agreement or the Series Supplement, as
         applicable.

     2.  RNB is, as of the date hereof, the Servicer under the Agreement.

     3.  The undersigned is a Servicing Officer.

     4.  This certificate relates to the Distribution Date occuring on
         January 25, 2000.

     5.  As of the date hereof, to the best knowledge of the undersigned, the
         Servicer has performed in all material respects all its obligations
         under the Agreement through the Monthly Period preceding such
         Distribution Date.

     6.  As of the date hereof, to the best knowledge of the undersigned, no
         Early Amortization Event occurred on or prior to such Distribution
         Date.

     7.  The aggregate amount of Collections processed for the preceding Monthly
         Period was equal to $525,278,563.27.

     8.  The aggregate amount of Collections of Finance Charge Receivables
         (including Discounted Receivables) for the preceding Monthly Period was
         equal to $60,341,626.74.

     9.  The aggregate amount of Collections of Principal Receivables for the
         preceding Monthly Period was equal to $464,936,936.53.

    10.  The aggregate amount of the Defaulted Amount for the preceding Monthly
         Period was equal to $15,279,065.34.

    11.  The aggregate amount of Recoveries for the preceding Monthly Period was
         equal to $3,003,796.36.

    12.  The Portfolio Yield for the preceding Monthly Period was equal to
         19.31%.

    13.  The Base Rate for the preceding Monthly Period was equal to 6.78%.


<PAGE>

    14.  The aggregate amount of Receivables as of the end of the last day of
         the preceding Monthly Period was equal to $2,918,132,217.25.

    15.  The balance on deposit in the Collection Account with respect to
         Collections processed as of the end of the last day of the preceding
         Monthly Period was equal to $2,083,333.34.

    16.  The aggregate amount of Adjustments for the preceding Monthly Period
         was equal to $83,657,230.80.

    17.  The aggregate amount of withdrawals, drawings or payments under any
         Enhancement to be made with respect to the preceding Monthly Period is
         equal to $0.00.

    18.  The total amount to be distributed to Investor Certificateholders on
         the Distribution Date is equal to $2,083,333.34.

    19.  The amount to be distributed to Investor Certificateholders on the
         Distribution Date per $1,000 original principal amount is equal to:

                               Class A           5.208

    20.  The amount of such distribution allocable to principal is equal to
         $0.00.

    21.  The amount of such distribution allocable to principal per $1,000
         original principal amount is equal to:

                               Class A           0.000

    22.  The amount of such distribution allocable to interest is equal to
         $2,083,333.34.

    23.  The amount of such distribution allocable to interest per $1,000
         original principal amount is equal to:

                               Class A           5.208



         IN WITNESS WHEREOF, the undersigned has duly executed and delivered
         this Servicer's Certificate this 20th day of January, 2000.



         RETAILERS NATIONAL BANK,
          AS SERVICER



         BY:     /s/ Terrence J. Scully
         -----------------------------------
            NAME:  TERRENCE J. SCULLY
            TITLE:  SECRETARY


<PAGE>

                                                                   Exhibit 20.2

                     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.

<TABLE>
<CAPTION>

                                                         MONTHLY PERIOD:             DECEMBER 1999
                                                         DISTRIBUTION DATE:          JANUARY 25, 2000
                                                         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%
                                                                                        --------------
(c)     Total Initial Invested Amount                                                $  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                                $2,399,796,808.75
(b)     Beginning of the Period Finance Charge Receivables                               71,089,589.06
(c)     Beginning of the Period Discounted Receivables                                             -
                                                                                     -----------------
(d)     Beginning of the Period Total Receivables (a + b + c)                        $2,470,886,397.81
                                                                                     =================

(e)     Removed Principal Receivables                                                $             -
(f)     Removed Finance Charge Receivables                                                         -
                                                                                     -----------------
(g)     Removed Total Receivables (e + f)                                            $             -
                                                                                     =================

(h)     Supplemental Principal Receivables                                           $             -
(i)     Supplemental Finance Charge Receivables                                                    -
                                                                                     -----------------
(j)     Supplemental Total Receivables (h + i)                                       $             -
                                                                                     =================

(k)     End of Period Principal Receivables                                          $2,843,897,654.78
(l)     End of Period Finance Charge Receivables                                         74,234,562.47
(m)     End of Period Discounted Receivables                                                       -
                                                                                     -----------------
(n)     End of Period Total Receivables (k + l + m)                                  $2,918,132,217.25
                                                                                     =================


                                   Page 1 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1997-1


II.     INVESTED AMOUNTS AND ALLOCATION PERCENTAGES
=====================================================================================================================

(a)     Class A Initial Invested Amount                                              $  400,000,000.00       76.50%
(b)     Class B Initial Invested Amount                                                 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%
(e)     Class B Invested Amount (b - (X.e))                                             122,875,817.00       23.50%
                                                                                     -----------------
(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                                                           21.79%
(k)     Class A Floating Allocation Percentage                                                   16.67%
(l)     Class B Floating Allocation Percentage                                                    5.12%

(m)     Principal Allocation Percentage                                                          21.79%
(n)     Class A Principal Allocation Percentage                                                  16.67%
(o)     Class B Principal Allocation Percentage                                                   5.12%

(p)     Servicing Fee                                                                $      871,459.70
(q)     Investor Defaulted Amount (j * (IV.(m)))                                     $    3,329,054.25


III.    TRANSFEROR'S INTEREST, RETAINED INTEREST, SPECIAL FUNDING
        ACCOUNT, AND PRINCIPAL FUNDING ACCOUNT
=====================================================================================================================

(a)     Transferor's Amount (end of month)                                           $1,553,032,773.68
(b)     Required Retained Transferor Amount                                          $   56,877,953.10
(c)     Required Principal Balance                                                   $1,290,864,881.10
(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)             $             -


                                 Page 2 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1997-1


IV.     PERFORMANCE SUMMARY
=====================================================================================================================

        COLLECTIONS:
(a)     Collections of Principal Receivables                                         $  464,936,936.53
(b)     Collections of Finance Charge Receivables (from cardholder payments)             52,515,353.02
(c)     Collections of Finance Charge Receivables (from merchant fees,                    7,826,273.72
        deferred billing fees, collection account interest)
(d)     Collections of Discount Option Receivables                                                0.00
                                                                                                  ----
(e)     Total Finance Charge Collections (b + c + d)                                 $   60,341,626.74
                                                                                     -----------------
(f)     Total Collections (a + e)                                                    $  525,278,563.27
                                                                                     =================
        DELINQUENCIES AND LOSSES:
(g)     2 missed payments                                                            $      61,759,209
(h)     3 missed payments                                                                   37,777,359
(i)     4 or more missed payments                                                           84,054,848
                                                                                     -----------------

(j)     Total delinquencies (g + h + i)                                              $     183,591,417
                                                                                     =================

(k)     Gross Charge-Offs during the month                                           $   18,282,861.70
(l)     Recoveries during the month                                                  $    3,003,796.36
(m)     Net Charge-Offs during the month (k - l)                                     $   15,279,065.34


V       NON-U.S. ACCOUNTS
=====================================================================================================================

(a)     Non-US Accounts at end of month                                                        118,739
(b)     as a percentage of total (a / c)                                                          0.37%

(c)     Total number of Accounts in Trust (at end of month)                                 31,715,658


                                       Page 3 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1997-1


VI      AVAILABLE SERIES 1997-1 FINANCE CHARGE COLLECTIONS AND APPLICATION OF FUNDS
=====================================================================================================================

(a)     Floating Allocation Percentage of Collections of Finance Charge Receivables  $   13,147,437.01
(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 1997-1 Finance Charge Collections (a + b + c + d)           $   13,147,437.01

(i)     Class A Interest                                                                  2,083,333.34

(ii)    Servicing Fee                                                                       871,459.70

(iii)   Class A Investor Defaulted Amount ((IV.m * (II.k))                                2,546,726.50

(iv)    Class B Investor Defaulted Amount ((IV.m * (II.l ))                                 782,327.75

(v)     Adjustment Payment Shortfalls                                                              -

(vi)    Reimbursement of Class A Investor Charge-Offs                                              -

(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                                            $    6,863,589.72
             (e-i-ii-iii-iv-v-vi-vii-viii-ix)


                                           Page 4 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1997-1


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

(e)     Portfolio Yield (current month)                                                                        19.31%
(f)     Portfolio Yield (prior month)                                                                          20.95%
(g)     Portfolio Yield (2 months ago)                                                                         23.49%

(h)     3 Month Average Portfolio Yield                                                                        21.25%

VIII    PORTFOLIO PERFORMANCE RATES
=====================================================================================================================
(a)     Net Charge-Offs (annualized % of Principal Receivables at beginning of                                  6.55%
        period)
(b)     Monthly Payment Rate (% of Total Receivables at beginning of period                                    17.95%
        (adjusted for number of days in period))
(c)     Trust Portfolio Yield (annualized)                                                                     25.86%
(d)     Portfolio Yield (3 month average (annualized))                                                         21.25%
(e)     Base Rate (3 month average)                                                                             6.78%
(f)     Excess Finance Charge Collections % (d - e)                                                            14.47%


                                    Page 5 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1997-1


IX      PRINCIPAL COLLECTIONS
=====================================================================================================================

(a)     Class A Principal Allocation Percentage                                                  16.67%
(b)     Class A Principal                                                            $             -
(c)     Class B Principal Allocation Percentage                                                   5.12%
(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)                                                 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:   /s/Terrence J. Scully
        ----------------------------------
          NAME:  TERRENCE J. SCULLY
          TITLE:  SECRETARY


                                   Page 6 of 6

<PAGE>

                                                                   Exhibit 20.3

                         MONTHLY SERVICER'S CERTIFICATE

                             RETAILERS NATIONAL BANK

                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                  SERIES 1998-1



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 may be amended, from time to time, the "Agreement")
as supplemented by the Series 1998-1 Supplement (as amended and supplemented,
the "Series Supplement"), among RNB, Dayton Hudson Receivables Corporation
and Norwest Bank Minnesota, National Association, does hereby certify as
follows:

    1.   Capitalized terms used in this Certificate have their respective
         meanings as set forth in the Agreement or the Series Supplement, as
         applicable.

    2.   RNB is, as of the date hereof, the Servicer under the Agreement.

    3.   The undersigned is a Servicing Officer.

    4.   This certificate relates to the Distribution Date occuring on
         January 25, 2000.

    5.   As of the date hereof, to the best knowledge of the undersigned, the
         Servicer has performed in all material respects all its obligations
         under the Agreement through the Monthly Period preceding such
         Distribution Date.

    6.   As of the date hereof, to the best knowledge of the undersigned, no
         Early Amortization Event occurred on or prior to such Distribution
         Date.

    7.   The aggregate amount of Collections processed for the preceding Monthly
         Period was equal to $525,278,563.27.

    8.   The aggregate amount of Collections of Finance Charge Receivables
         (including Discounted Receivables) for the preceding Monthly Period was
         equal to $60,341,626.74.

    9.   The aggregate amount of Collections of Principal Receivables for the
         preceding Monthly Period was equal to $464,936,936.53.

   10.   The aggregate amount of the Defaulted Amount for the preceding Monthly
         Period was equal to $15,279,065.34.

   11.   The aggregate amount of Recoveries for the preceding Monthly Period was
         equal to $3,003,796.36.

   12.   The Portfolio Yield for the preceding Monthly Period was equal to
         19.31%.

   13.   The Base Rate for the preceding Monthly Period was equal to 6.51%.


<PAGE>

   14.   The aggregate amount of Receivables as of the end of the last day of
         the preceding Monthly Period was equal to $2,918,132,217.25.

   15.   The balance on deposit in the Collection Account with respect to
         Collections processed as of the end of the last day of the preceding
         Monthly Period was equal to $1,966,666.67.

   16.   The aggregate amount of Adjustments for the preceding Monthly Period
         was equal to $83,657,230.80.

   17.   The aggregate amount of withdrawals, drawings or payments under any
         Enhancement to be made with respect to the preceding Monthly Period is
         equal to $0.00.

   18.   The total amount to be distributed to Investor Certificateholders on
         the Distribution Date is equal to $1,966,666.67.

   19.   The amount to be distributed to Investor Certificateholders on the
         Distribution Date per $1,000 original principal amount is equal to:

                                    Class A           4.917

   20.   The amount of such distribution allocable to principal is equal to
         $0.00.

   21.   The amount of such distribution allocable to principal per $1,000
         original principal amount is equal to:

                                    Class A           0.000

   22.   The amount of such distribution allocable to interest is equal to
         $1,966,666.67.

   23.   The amount of such distribution allocable to interest per $1,000
         original principal amount is equal to:

                                    Class A           4.917



          IN WITNESS WHEREOF, the undersigned has duly executed and delivered
          this Servicer's Certificate this 20th day of January, 2000.



         RETAILERS NATIONAL BANK,
          AS SERVICER



         BY:  /s/ Terrence J. Scully
         -----------------------------------
            NAME:  TERRENCE J. SCULLY
            TITLE:  SECRETARY

<PAGE>

                                                                   Exhibit 20.4

                     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 1998-1 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:             DECEMBER 1999
                                                         DISTRIBUTION DATE:          JANUARY 25, 2000
                                                         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%
                                                                                          --------------
(c)     Total Initial Invested Amount                                                $    522,875,817.00
                                                                                     ===================
(d)     Class A Certificate Rate                                                                    5.90%
(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                                $  2,399,796,808.75
(b)     Beginning of the Period Finance Charge Receivables                                 71,089,589.06
(c)     Beginning of the Period Discounted Receivables                                               -
                                                                                     -------------------
(d)     Beginning of the Period Total Receivables (a + b + c)                        $  2,470,886,397.81
                                                                                     ===================

(e)     Removed Principal Receivables                                                $               -
(f)     Removed Finance Charge Receivables                                                           -
                                                                                     -------------------
(g)     Removed Total Receivables (e + f)                                            $               -
                                                                                     ===================

(h)     Supplemental Principal Receivables                                           $               -
(i)     Supplemental Finance Charge Receivables                                                      -
                                                                                     -------------------
(j)     Supplemental Total Receivables (h + i)                                       $               -
                                                                                     ===================

(k)     End of Period Principal Receivables                                          $  2,843,897,654.78
(l)     End of Period Finance Charge Receivables                                           74,234,562.47
(m)     End of Period Discounted Receivables                                                         -
                                                                                     -------------------
(n)     End of Period Total Receivables (k + l + m)                                  $  2,918,132,217.25
                                                                                     ===================
                                   Page 1 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1998-1


II.     INVESTED AMOUNTS AND ALLOCATION PERCENTAGES
=====================================================================================================================

(a)     Class A Initial Invested Amount                                              $    400,000,000.00     76.50%
(b)     Class B Initial Invested Amount                                                   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%
(e)     Class B Invested Amount (b - (X.e))                                               122,875,817.00     23.50%
                                                                                     -------------------
(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                                                             21.79%
(k)     Class A Floating Allocation Percentage                                                     16.67%
(l)     Class B Floating Allocation Percentage                                                      5.12%

(m)     Principal Allocation Percentage                                                            21.79%
(n)     Class A Principal Allocation Percentage                                                    16.67%
(o)     Class B Principal Allocation Percentage                                                     5.12%

(p)     Servicing Fee                                                                $        871,459.70
(q)     Investor Defaulted Amount (j * (IV.(m)))                                     $      3,329,054.25


III.    TRANSFEROR'S INTEREST, RETAINED INTEREST, SPECIAL FUNDING
        ACCOUNT, AND PRINCIPAL FUNDING ACCOUNT
=====================================================================================================================

(a)     Transferor's Amount (end of month)                                           $  1,553,032,773.68
(b)     Required Retained Transferor Amount (end of month)                           $     56,877,953.10
(c)     Required Principal Balance (end of month)                                    $  1,290,864,881.10
(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)             $               -

                                   Page 2 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1998-1


IV.     PERFORMANCE SUMMARY
=====================================================================================================================

        COLLECTIONS:
(a)     Collections of Principal Receivables                                         $    464,936,936.53
(b)     Collections of Finance Charge Receivables (from cardholder payments)               52,515,353.02
(c)     Collections of Finance Charge Receivables (from merchant fees,                      7,826,273.72
        deferred billing fees, collection account interest)
(d)     Collections of Discount Option Receivables                                                  0.00
                                                                                                    ----
(e)     Total Finance Charge Collections (b + c + d)                                 $     60,341,626.74
                                                                                     -------------------
(f)     Total Collections (a + e)                                                    $    525,278,563.27
                                                                                     ===================

        DELINQUENCIES AND LOSSES:
(g)     2 missed payments                                                            $        61,759,209
(h)     3 missed payments                                                                     37,777,359
(i)     4 or more missed payments                                                             84,054,848
                                                                                     -------------------

(j)     Total delinquencies (g + h + i)                                              $       183,591,417
                                                                                     ===================

(k)     Gross Charge-Offs during the month                                           $     18,282,861.70
(l)     Recoveries during the month                                                  $      3,003,796.36
(m)     Net Charge-Offs during the month (k - l)                                     $     15,279,065.34


V       NON-U.S. ACCOUNTS
=====================================================================================================================

(a)     Non-US Accounts at end of month                                                          118,739
(b)     as a percentage of total (a / c)                                                            0.37%

(c)     Total number of Accounts in Trust (at end of month)                                   31,715,658

                                   Page 3 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1998-1


VI      AVAILABLE SERIES 1998-1 FINANCE CHARGE COLLECTIONS AND APPLICATION OF FUNDS
=====================================================================================================================

(a)     Floating Allocation Percentage of Collections of Finance Charge Receivables  $     13,147,437.01
(b)     Investment earnings on Principal Funding Account                                             -
(c)     Investment earnings in Reserve Account deposited in the Collection Account                   -
(d)     Closing Date deposit into the Collection Account                                             -
                                                                                     -------------------
(e)     Available Series 1998-1 Finance Charge Collections (a + b + c + d)           $     13,147,437.01

(i)     Class A Interest                                                                    1,966,666.67

(ii)    Servicing Fee                                                                         871,459.70

(iii)   Class A Investor Defaulted Amount ((IV.m * (II.k))                                  2,546,726.50

(iv)    Class B Investor Defaulted Amount ((IV.m * (II.l ))                                   782,327.75

(v)     Adjustment Payment Shortfalls                                                                -

(vi)    Reimbursement of Class A Investor Charge-Offs                                                -

(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                                            $      6,980,256.39
             (e-i-ii-iii-iv-v-vi-vii-viii-ix)

                                   Page 4 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1998-1


VII     YIELD AND BASE RATE
=====================================================================================================================

BASE RATE

(a)     Base Rate (current month)                                                                               6.51%
(b)     Base Rate (prior month)                                                                                 6.51%
(c)     Base Rate (2 months ago)                                                                                6.51%

(d)     3 Month Average Base Rate                                                                               6.51%

PORTFOLIO YIELD

(e)     Portfolio Yield (current month)                                                                        19.31%
(f)     Portfolio Yield (prior month)                                                                          20.95%
(g)     Portfolio Yield (2 months ago)                                                                         23.49%

(h)     3 Month Average Portfolio Yield                                                                        21.25%


VIII    PORTFOLIO PERFORMANCE RATES
=====================================================================================================================

(a)     Net Charge-Offs (annualized % of Principal Receivables at beginning of                                  6.55%
        period)
(b)     Monthly Payment Rate (% of Total Receivables at beginning of period                                    17.95%
        (adjusted for number of days in period))
(c)     Trust Portfolio Yield (annualized)                                                                     25.86%
(d)     Portfolio Yield (3 month average (annualized))                                                         21.25%
(e)     Base Rate (3 month average)                                                                             6.51%
(f)     Excess Finance Charge Collections % (d - e)                                                            14.74%

                                   Page 5 of 6
<PAGE>

                     MONTHLY CERTIFICATEHOLDERS' STATEMENT
                            RETAILERS NATIONAL BANK
                     DAYTON HUDSON CREDIT CARD MASTER TRUST
                                 SERIES 1998-1


IX      PRINCIPAL COLLECTIONS
=====================================================================================================================

(a)     Class A Principal Allocation Percentage                                                    16.67%
(b)     Class A Principal                                                            $               -
(c)     Class B Principal Allocation Percentage                                                     5.12%
(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)                                                   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 (end of month)
</TABLE>



        RETAILERS NATIONAL BANK,
           AS SERVICER


        BY:   /s/ Terrence J. Scully
        ----------------------------------
            NAME:  TERRENCE J. SCULLY
            TITLE:  SECRETARY


                                   Page 6 of 6


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