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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Numbers 33-93806, 333-2878, 333-9309
NOTIFICATION OF LATE FILING
(Check One): [X] Form 10-K [ ] Form 11-K [ ] Form 20-F [ ] Form 10-Q
[ ] Form N-SAR
For Period Ended: December 31, 1996
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[ ] Transition Report on Form 10-K [ ] Transition Report on Form 10-Q
[ ] Transition Report on Form 20-F [ ] Transition Report on Form N-SAR
[ ] Transition Report on Form 11-K
For the Transition Period Ended:
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Read attached instruction sheet before preparing form. Please print
or type.
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item (s) to which the notification relates: A portion of Item
14(a): Report to be issued by Coopers & Lybrand LLP and to be filed as part
of the report on Form 10-K and identified as Exhibit 99.8 thereto.
PART I
REGISTRANT INFORMATION
Full name of registrant: AT&T Universal Card Funding Corp.
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(Originator of the AT&T Universal Card Master Trust)
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AT&T Universal Card Master Trust
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(Issuer of the Asset Backed Certificates)
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Former name if applicable
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Address of principal executive office (street and number)
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5201 Amelia Earhart Drive Suite 1001
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City, state and zip code Salt Lake City, Utah 84116
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PART II
RULE 12B-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort
or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check appropriate box.)
[X] (a) The reasons described in reasonable detail in Part III of this form
could not be eliminated without unreasonable effort or expense;
[X] (b) The subject annual report, semi-annual report, transition report on
Form 10-K, 20-F, 11-K or Form N-SAR, or portion thereof will be filed on
or before the 15th calendar day following the prescribed due date; or the
subject quarterly report or transition report on Form 10-Q, or portion
thereof will be filed on or before the fifth calendar day following the
prescribed due date; and
[X] (c) The accountant's statement or other exhibit required by Rule 12b-25(c)
has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F, 10-Q,
N-SAR or the transition report portion thereof could not be filed within the
prescribed time period. (Attach extra sheets if needed.)
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AT&T Universal Card Services Corp., as Servicer ("UCS"), pursuant to the
Pooling and Servicing Agreement dated August 1, 1995 (as amended and
supplemented), for the AT&T Universal Card Master Trust ("Trust"), is filing
the Annual Report on Form 10-K on behalf of the Trust. UCS is in the process
of completing the required documentation and assertions relative to the
effectiveness and maintenance of its internal control system for the servicing
of the credit card receivables in the Trust in accordance with established
criteria. UCS only recently became aware of the requirement to have an
attestation form of "Accountant's Report". As UCS has not been previously
required to provide those assertions, it has not previously used "established
criteria" for evaluating, reporting and documenting its internal control system
for the servicing of credit card receivables. Due to the extensive
requirements of "established criteria," UCS will not be able to provide
complete and accurate assertions as to the effectiveness of the internal
control system to the independent accounting firm of Coopers & Lybrand until
after March 31, 1997. As a result, the Report by Coopers & Lybrand will not be
available to UCS until after March 31, 1997.
UCS intends to file on behalf of the Trust such Report as an Exhibit to an
amendment to the Trust's Annual Report on Form 10-K within the time period
described in Part II(b) above.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this
notification
Robert A. Miller 904-954-7970
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(Name) (Area Code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or
15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment
Company Act of 1940 during the preceding 12 months or for such shorter period
that the registrant was required to file such report(s) been filed? If the
answer is no, identify report(s).
[X] Yes No [ ]
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
[ ] Yes No [X]
If so: attach an explanation of the anticipated change, both narrat
ively and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.
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AT&T Universal Card Master Trust
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(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
AT&T UNIVERSAL CARD SERVICES CORP.,
as Servicer
Date March 28, 1997 By /s/ Brian F. Fluck
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Brian H. Fluck, Chief Financial Officer
Instruction. The form may be signed by an executive officer of the
registrant or by any other duly authorized representative. The name
and title of the person signing the form shall be typed or printed
beneath the signature. If the statement is signed on behalf of the
registrant by an authorized representative (other than an executive
officer), evidence of the representative's authority to sign on behalf
of the registrant shall be filed with the form.
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ATTENTION
Intentional misstatements or omissions of fact constitute Federal
criminal violations (see 18 U.S.C. 1001).
GENERAL INSTRUCTIONS
1. This form is required by Rule 12b-25 of the General Rules and
Regulations under the Securities Exchange Act of 1934.
2. One signed original and four conformed copies of this form and
amendments thereto must be completed and filed with the Securities and Exchange
Commission, Washington, DC 20549, in accordance with Rule 0-3 of the General
Rules and Regulations under the Act. The information contained in or filed
with the form will be made a matter of the public record in the Commission
files.
3. A manually signed copy of the form and amendments thereto shall be
filed with each national securities exchange on which any class of securities
of the registrant is registered.
4. Amendments to the notifications must also be filed on Form 12b-25
but need not restate information that has been correctly furnished. The form
shall be clearly identified as an amended notification.
5. Electronic Filers. This form shall not be used by electronic
filers unable to timely file a report solely due to electronic difficulties.
Filers unable to submit a report within the time period prescribed due to
difficulties in electronic filing should comply with either Rule 201 or Rule
202 of Regulation S-T or apply for an adjustment in filing date pursuant to
Rule 13(b) of Regulation S-T.
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Exhibit to Form 12b_25
STATEMENT OF COOPERS & LYBRAND L.L.P.
Dear Sirs:
We have been working with AT&T Universal Card Services Corp. (the Servicer) in
their efforts to provide assertions relative to the maintenance of an effective
internal control system for the servicing of the credit card receivables in the
AT&T Universal Card Master Trust. In connection therewith, the Servicer is
diligently working on these assertions. We anticipate being able to issue our
attestation report shortly after receiving the Servicer's assertions relative
to its internal control system, which will not be until after March 31, 1997.
We would intend to issue an attestation report upon those assertions within the
extension time period.
/s/ Coopers & Lybrand L.L.P.
COOPERS & LYBRAND L.L.P.
Jacksonville, Florida
March 26, 1997