<PAGE> 1
THE FOLLOWING ITEMS
WERE THE SUBJECT OF
A FORM 12b-25 AND
ARE INCLUDED HEREIN:
ITEM 14(a) -
EXHIBIT 99.8
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------
FORM 10-K/A#1
FOR ANNUAL AND TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
(MARK ONE)
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 1996
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from ________ to ___________
Commission File Numbers 33-93806
333-2878
333-9309
AT&T Universal Card Funding Corp.
(Originator of the AT&T Universal Card Master Trust)
AT&T Universal Card Master Trust
(Issuer of the Asset Backed Certificates)
-----------------------------------------------------------
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
Delaware 59-3325080
- ------------------------------- ----------------
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION) IDENTIFICATION)
<PAGE> 2
5201 Amelia Earhart Drive Suite 1001
Salt Lake City, Utah 84116
- --------------------------------------- ---------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICE) (ZIP CODE)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE (801) 578-0619
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Title of each class Name of each exchange on which registered
------------------- -----------------------------------------
Not Applicable
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
Class A Series 1995-1 Floating Rate Asset Backed Certificates
Class B Series 1995-1 Floating Rate Asset Backed Certificates
Class A Series 1995-2 5.95% Asset Backed Certificates
Class B Series 1995-2 6.10% Asset Backed Certificates
Class A Series 1995-3 Floating Rate Asset Backed Certificates
Class B Series 1995-3 Floating Rate Asset Backed Certificates
Class A Series 1996-1 Floating Rate Asset Backed Certificates
Class B Series 1996-1 Floating Rate Asset Backed Certificates
Class A Series 1996-2 Floating Rate Asset Backed Certificates
Class B Series 1996-2 Floating Rate Asset Backed Certificates
Class A Series 1996-3 Floating Rate Asset Backed Certificates
Class B Series 1996-3 Floating Rate Asset Backed Certificates
- -------------------------------------------------------------------------------
(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 and 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
----- -----
<PAGE> 3
Item 14(a) of the registrant's Annual Report on Form 10-K is
amended to include as part of the report Exhibit 99.8:
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form
8-K.
(a) The following are filed as part of this report.
*Exhibit 99.1 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1995-1.
*Exhibit 99.2 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1995-2.
*Exhibit 99.3 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1995-3.
*Exhibit 99.4 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1996-1.
*Exhibit 99.5 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1996-2.
*Exhibit 99.6 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1996-3.
*Exhibit 99.7 AT&T Universal Card Services Corp. Officers
Certificate dated March 20, 1997.
Exhibit 99.8 Report, dated April 3, 1997, issued by
Coopers & Lybrand LLP.
*Incorporated herein as an exhibit by reference to, and previously filed with
the Securities and Exchange Commission on March 28, 1997 as an exhibit to, the
registrant's Annual Report on Form 10-K for the year ended December 31, 1996.
3
<PAGE> 4
(b) The following Current Reports on Form 8-K were filed by
the registrant during the quarter ending December 31,
1996:
Current Report on Form 8-K dated September 17, 1996
Current Report on Form 8-K dated October 17, 1996
Current Report on Form 8-K dated November 18, 1996
Current Report on Form 8-K dated December 17, 1996
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the
Securities Exchange Act of 1934, the registrant has duly caused this amendment
to the report to be signed on its behalf by the undersigned hereunto duly
authorized.
AT&T UNIVERSAL CARD MASTER TRUST
BY: AT&T UNIVERSAL CARD SERVICES CORP.,
AS SERVICER
By: /s/ Robert A. Miller
-----------------------------
Name: Robert A. Miller
Title: Vice President Finance
4
<PAGE> 5
<TABLE>
<CAPTION>
EXHIBIT DESCRIPTION PAGE
- ------- ----------- ----
<S> <C> <C>
*Exhibit 99.1 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1995-1.
*Exhibit 99.2 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1995-2.
*Exhibit 99.3 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1995-3.
*Exhibit 99.4 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1996-1.
*Exhibit 99.5 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1996-2.
*Exhibit 99.6 Annual Statement for the Period Ending
December 31, 1996 with respect to the AT&T
Universal Card Master Trust Series 1996-3.
*Exhibit 99.7 AT&T Universal Card Services Corp. Officers
Certificate dated March 20, 1997.
Exhibit 99.8 Report, dated April 3, 1997, issued by
Coopers & Lybrand LLP.
</TABLE>
*Incorporated herein as an exhibit by reference to, and previously filed with
the Securities and Exchange Commission on March 28, 1997 as an exhibit to, the
registrant's Annual Report on Form 10-K for the year ended December 31, 1996.
5
<PAGE> 1
REPORT OF INDEPENDENT ACCOUNTANTS
To the Shareholder and
Board of Directors of
AT&T Universal Card Services Corp.:
We have examined management's assertion that, as of December 31, 1996, AT&T
Universal Card Services Corp. (the Servicer) maintained effective internal
control over the servicing of credit card loans for the AT&T Universal Card
Master Trust. Our examination was made in accordance with standards established
by the American Institute of Certified Public Accountants and, accordingly,
included obtaining an understanding of the internal control over the loan
servicing process, testing and evaluating the design and operating
effectiveness of the internal control, and such other procedures as we
considered necessary in the circumstances. We believe that our examination
provides a reasonable basis for our opinion.
As discussed in management's assertion, in providing the assertion on internal
control, management assumed the accuracy of reports prepared by the Servicer's
third party credit card database processor and did not extend its assessment to
the internal control of the processor. Accordingly, our examination did not
extend to the internal control of the Servicer's third party credit card
database processor, and we do not express an opinion or any other form of
assurance on the internal control of the processor.
Because of inherent limitations in any internal control, errors or
irregularities may occur and not be detected. Also, projections of any
evaluation of the internal control over the loan servicing process to future
periods are subject to the risk that the internal control may become inadequate
because of changes in conditions, or that the degree of compliance with the
policies and procedures may deteriorate.
In our opinion, management's assertion that AT&T Universal Card Services Corp.
maintained effective internal control over the servicing of credit card loans
for the AT&T Universal Card Master Trust as of December 31, 1996, is fairly
stated, in all material respects, based upon criteria established by the
Committee of Sponsoring Organizations of the Treadway Commission (COSO) as
described in Internal Control-Integrated Framework.
COOPERS & LYBRAND L.L.P.
Jacksonville, Florida
April 3, 1997
<PAGE> 2
March 31, 1997
Assertion by AT&T Universal Card Services Corp.
AT&T Universal Card Services Corp. services the credit card loans for the AT&T
Universal Card Master Trust. AT&T Universal Card Services Corp. maintained
effective internal control over the loan servicing for the AT&T Universal Card
Master Trust as of December 31, 1996, based upon criteria established by the
Committee Of Sponsoring Organizations of the Treadway Commission (COSO) as
described in Internal Control - Integrated Framework.
In assessing its internal control over credit card loan servicing, AT&T
Universal Card Services Corp. assumed the accuracy of the reports generated by
its third party credit card data base processor and did not extend its
assessment to the internal control of the processor.
- ----------------------------------
R. J. Srednicki
President & Chief Executive Officer
- ----------------------------------
G. A. Hines
Executive Vice President &
Chief Operating Officer
- ----------------------------------
B. H. Fluck
Senior Vice President &
Chief Financial Officer
