Item 1. Business
Omitted pursuant to the No-Action Letter.
Item 2.
Item 2. Properties
Attached hereto as Exhibits 99.1 through 99.8 are the annual certificateholders' statements prepared by Providian National Bank ("PNB"), as Servicer (the "Servicer"), of the Providian Master Trust (formerly known as the First Deposit Master Trust) (the "Trust") and delivered to Bankers Trust Company, as Trustee (the "Trustee"), pursuant to Section 5.02(d) of the Series 1993-2, 1995-1, 1995-2, 1996-1, 1997-1, 1997-2, 1997-3 and 1997-4 Supplements to the Providian Master Trust Pooling and Servicing Agreement dated as of June 1, 1993, as amended (the "Pooling Agreement"), between PNB, as Seller and Servicer, and the Trustee. The annual certificateholders' statements contain the information required to be contained in the monthly statements prepared by the Servicer and delivered to the Trustee pursuant to Section 5.02(a) of such Supplements, aggregated for the months of January 1997 through December 1997, relating to the receivables (the "Receivables") transferred to the Trust and the accounts from which the Receivables arise.
Item 3.
Item 3. Legal Proceedings
The registrant knows of no material pending legal proceedings with respect to the Trust involving either the Trust, the Trustee or PNB.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders
None.
PART II -------
Item 5.
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
(a) To the best knowledge of the registrant, there is no established public trading market for the Certificates.
(b) Each class of Certificates is represented by one or more certificates registered in the name of Cede & Co., the nominee of The Depository Trust Company ("DTC").
(c) Omitted pursuant to the No-Action Letter.
Item 6.
Item 6. Selected Financial Data
Omitted pursuant to the No-Action Letter.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation
Omitted pursuant to the No-Action Letter.
Item 8.
Item 8. Financial Statements and Supplementary Data
Omitted pursuant to the No-Action Letter.
Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
None.
PART III --------
Item 10.
Item 10. Directors and Executive Officers of the Registrant
Omitted pursuant to the No-Action Letter.
Item 11.
Item 11. Executive Compensation
Omitted pursuant to the No-Action Letter.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management
(a) Each class of Certificates is represented by one or more certificates registered in the name of Cede & Co., the nominee of DTC, and an investor holding an interest in the Trust is not entitled to receive a certificate representing such interest except in limited circumstances. Accordingly, Cede & Co. is the sole holder of record of Certificates, which it held on behalf of brokers, dealers, banks and other direct participants in the DTC system at December 31, 1997. Such direct participants may hold Certificates for their own account or for the accounts of their customers. The address of Cede & Co. is: Cede & Co., c/o The Depository Trust Company, 55 Water Street, 49th Floor, New York, New York 10041.
(b) Omitted pursuant to the No-Action Letter.
(c) Omitted pursuant to the No-Action Letter.
Item 13.
Item 13. Certain Relationships and Related Transactions.
There have not been, and there are not currently proposed, any transactions or series of transactions, to which the Trust is a party, with any Certificateholder known by the registrant to own of record or beneficially more than five percent of any series or class of Certificates.
PART IV -------
Item 14.
Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) 99.1 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1993-2 Supplement.
99.2 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1995-1 Supplement.
99.3 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1995-2 Supplement.
99.4 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1996-1 Supplement.
99.5 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1997-1 Supplement.
99.6 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1997-2 Supplement.
99.7 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1997-3 Supplement.
99.8 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1997-4 Supplement.
99.9 Report on the activities of PNB, as Servicer, prepared by Ernst & Young LLP pursuant to Section 3.06 of the Pooling Agreement.
(b) Omitted pursuant to the No-Action Letter.
(c) Omitted pursuant to the No-Action Letter.
(d) Omitted pursuant to the No-Action Letter.
SIGNATURES
Pursuant to the requirements of the Section 13 and 15(d) 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.
PROVIDIAN MASTER TRUST
By: PROVIDIAN NATIONAL BANK, Servicer
By: /s/ Robert W. Molke ___________________________ Robert W. Molke Vice President and Treasurer
Date: March 30, 1998
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following Directors and/or Officers of PNB, as Servicer, on behalf of the registrant on March 30, 1998 in the capacities indicated.
Signature Title --------- -----
/s/ Shailesh J. Mehta ____________________________ Chairman of the Board of Directors, Shailesh J. Mehta Chief Executive Officer and Director (Principal Executive Officer)
/s/ Dianne Peterson ____________________________ President and Director Dianne Peterson
/s/ David J. Petrini ___________________________ Senior Vice President and Chief David J. Petrini Financial Officer Principal Financial Officer)
/s/ Daniel Sanford ___________________________ Vice President and Controller Daniel Sanford (Principal Accounting Officer)
/s/ Seth Barad ___________________________ Executive Vice President and Director Seth A. Barad
/s/ Katharine Bogle Shields ___________________________ Vice President and Director Katharine Bogle Shields
/s/ Darrell Hotchkiss ___________________________ Director Darrell Hotchkiss
/s/ Janice B. Kitchen ___________________________ Director Janice B. Kitchen
EXHIBIT INDEX
Exhibit No.
99.1 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1993-2 Supplement.
99.2 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1995-1 Supplement.
99.3 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1995-2 Supplement.
99.4 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1996-1 Supplement.
99.5 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1997-1 Supplement.
99.6 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1997-2 Supplement.
99.7 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1997-3 Supplement.
99.8 Annual Certificateholders' Statement delivered pursuant to Section 5.02(d) of the Series 1997-4 Supplement.
99.9 Report on the activities of PNB, as Servicer, prepared by Ernst & Young LLP pursuant to Section 3.06 of the Pooling Agreement.