<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