ADVANTA CORP
8-K, 1999-05-03
PERSONAL CREDIT INSTITUTIONS
Previous: SUPERIOR UNIFORM GROUP INC, 10-Q, 1999-05-03
Next: ADVANTA CORP, 424B3, 1999-05-03



<PAGE>   1

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                                    FORM 8-K


                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       The Securities Exchange Act of 1934


Date of Report (Date of earliest event reported): May 3, 1999
                                                  -----------

                                  Advanta Corp.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)





          Delaware                       0-14120                 23-1462070
- ----------------------------        ----------------        -------------------
(State or other jurisdiction        (Commission File           (IRS Employer
      of incorporation)                  Number)            Identification No.)




Welsh & McKean Roads, Spring House, Pennsylvania                 19477
- ------------------------------------------------               ----------
    (Address of principal executive offices)                   (Zip Code)



Registrant's telephone number, including area code: (215) 657-4000
                                                    --------------

<PAGE>   2



Form 8-K                            Advanta Corp.
May 3, 1999



Item 7.           Financial Statements and Exhibits.

(c)               Exhibits:

                  The exhibits listed in the accompanying Index to Exhibits
                  relate to the Registration Statement (No.333-74575) on Form
                  S-3 of the registrant and are filed herewith for incorporation
                  by reference in such Registration Statement.

<PAGE>   3




Form 8-K                            Advanta Corp.
May 3, 1999


                                   SIGNATURES


         Pursuant to the requirements of the Securities Exchange Act of l934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.



                                   Advanta Corp.


                                   By: /s/ Elizabeth H. Mai
                                       -----------------------------------------
                                       Elizabeth H. Mai, Senior Vice President,
                                       Secretary and General Counsel




May 3, 1999

<PAGE>   4



Form 8-K                            Advanta Corp.
May 3, 1999



                                Index to Exhibits
                                -----------------


Exhibit Number Per
Item 60l of
Regulation S-K                      Description of Document
- --------------                      -----------------------

     4.2                            Unanimous Consent of the Executive Committee
                                    of the Board of Directors (Company Order),
                                    dated as of May 3, 1999





<PAGE>   1


                                                                     Exhibit 4.2

                                  ADVANTA CORP.

                  ACTION BY UNANIMOUS CONSENT IN WRITING OF THE
                           EXECUTIVE COMMITTEE OF THE
                               BOARD OF DIRECTORS

                             DATED AS OF MAY 3, 1999


         The undersigned, constituting all the members of the Executive
Committee of the Board of Directors (the "Committee") of Advanta Corp. (the
"Company"), by unanimous consent in writing, without the formality of convening
a meeting, do hereby consent to the following actions of the Committee, namely
the adoption of the following resolutions:

         RESOLVED, that pursuant to the provisions of the Senior Indenture,
         dated as of October 23, 1995, between Advanta Corp. (the "Company") and
         Mellon Bank, N.A., as trustee, as amended by that certain Instrument of
         Resignation, Appointment and Acceptance, dated July 31, 1997, among
         Mellon Bank, N.A. and the Chase Manhattan Bank, as successor Trustee
         (together, the "Indenture"), the terms and conditions applicable to the
         following securities, which have been registered under the Registration
         Statement on Form S-3, File No. 333-74575 filed with the Securities and
         Exchange Commission on April 29, 1999 and declared effective on May 3,
         1999 (the "Registration Statement"), shall be as set forth in the
         Company's prospectus relating to such Securities on the effective date
         of the Registration Statement, and any amendments and supplements
         thereto, and such terms and conditions as set forth therein are
         incorporated herein by reference:

         RediReserve Variable Rate Certificates

         91 Day Investment Notes

         Six, 18 and 30 Month Investment Notes

         One, Two, Three, Four, Five, Seven and Ten Year Investment Notes

         RESOLVED, that each of the following officers of the Company
         Philip M. Browne, Senior Vice President and Chief Financial Officer,
         Jeffrey D. Beck, Vice President and Treasurer, James L. Shreero, 
         Vice President and Chief Accounting Officer, Jeff Denton, Vice 
         President, Finance, or their designees, be and hereby is authorized 
         to determine and establish in a prospectus supplement the maturities 
         of Investment Notes and their respective interest rates to be offered 
         and sold by the Company from time to timeand the interest rates 
         applicable to tiers of end-of-



<PAGE>   2

         the-day balances of RediReserve Variable Rate Certificates to be
         offered and sold by the Company from time to time, including
         outstanding RediReserve Variable Rate Certificates, by filing
         prospectus supplements with the Securities and Exchange Commission as
         required under applicable law;

         RESOLVED, that each prospectus supplement filed in accordance with
         these resolutions shall be deemed to be a Company Order pursuant to
         Section 301 of the Indenture.

IN WITNESS WHEREOF, the undersigned have executed this Unanimous Consent as of
the date first written above.



/s/ Dennis Alter                            /s/ Arthur P. Bellis
- -------------------------                   -----------------------------
Dennis Alter                                Arthur P. Bellis


/s/ Olaf Olafsson                           /s/ William A. Rosoff
- -------------------------                   -----------------------------
Olaf Olafsson                               William A. Rosoff





© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission