Item 1. Business -------- Omitted.
Item 2.
Item 2. Properties ---------- The property of Banc One Credit Card Master Trust (the "Trust") consists solely of credit card receivables. Information about such property is contained in the Annual Servicer's Certificate filed as Exhibit 99.1 hereto. Information relating to the performance of the Trust for the year ended December 31, 1997 is contained in the Annual Statement prepared by the Servicer and filed as Exhibit 99.3 hereto.
Item 3.
Item 3. Legal Proceedings ----------------- Nothing to report.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders --------------------------------------------------- No matters were submitted to Certificateholders for a vote during the fiscal year covered by this Annual Report.
Item 5.
Item 5. Market for Registrant's Common Equity and Related Stockholder Matters -------------------------------------------------------------
Investor Certificates are held and delivered in book-entry form through the facilities of the Depository Trust Company ("DTC"), a "clearing agency" registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934, as amended. The Investor Certificates are held by Cede and Co., the nominee of DTC.
The records of DTC indicate that, at December 31, 1997, there were: (i) forty-eight (48) DTC Participants holding a position in the 7.80% Class A Asset Backed Certificates, Series 1994-C; (ii) five (5) DTC Participants holding a position in the 8.00% Class B Asset Backed Certificates, Series 1994-C; (iii) thirty-six (36) DTC Participants holding a position in the 6.15% Class A Asset Backed Certificates, Series 1995-A; (iv) two (2) DTC Participants holding a position in the 6.30% Class B Asset Backed
Certificates, Series 1995-A; (v) twenty-five (25) DTC Participants holding a position in the 6.30% Class A Asset Backed Certificates, Series 1995-B; (vi) one (1) DTC Participant holding a position in the 6.45% Class B Asset Backed Certificates, Series 1995-B; (vii) twelve (12) DTC Participants holding a position in the Floating Rate Class A Asset Backed Certificates, Series 1996-A and one (1) DTC Participant holding a position in the Floating Rate Class B Asset Backed Certificates, Series 1996-A. At December 31, 1997, Bank One, N.A. owned 100% of the Seller Certificate, which represents beneficial ownership of residual interest in the assets of the Trust. There is no established public market in which the Certificates are traded.
Item 6.
Item 6. Selected Financial Data ----------------------- Omitted.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations ------------------------------------------------------------ Omitted.
Item 8.
Item 8. Financial Statements and Supplementary Data ------------------------------------------- Information regarding the property of the Trust and the activities of the Servicer during the year ended December 31, 1997 is contained in (i) the Annual Servicer's Certificate filed as Exhibit 99.1 hereto and (ii) the Independent Accountants' Report of Coopers & Lybrand L.L.P. on Management's Assertions filed as Exhibit 99.2 hereto. Information relating to the performance of the Trust for the period ending December 31, 1997 is contained in the Annual Statement prepared by the Servicer and filed as Exhibit 99.3 hereto.
Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure ----------------------------------------------------------- None.
Item 10.
Item 10. Directors and Executive Officers of the Registrant -------------------------------------------------- Omitted.
Item 11.
Item 11. Executive Compensation ---------------------- Omitted.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management --------------------------------------------------------------
At December 31, 1997, (i) the Seller Certificate was registered in the name of Bank One, N.A. and (ii) all of the Investor Certificates were registered in the name of Cede & Co., as nominee for DTC. The records of DTC indicate that the DTC participants listed below were holders of record of more than five percent of any class of Investor Certificates at December 31,1997.
(3) Amount and Nature (1)Title of (2) Name and Address of Beneficial (4)Percent Class of Beneficial Owners Ownership $(000's) of Class - ----------- -------------------- --------------------- ---------
7.80% Class A Bank of New York (The) $26,140 6.18% Asset Backed 925 Patterson Plank Road Certificates, Secaucus, NJ, 070949 Series 1994-C
Chase Manhattan Bank $50,540 11.95% 4 New York Plaza Proxy Department, 13th Floor New York, NY 10004
Citibank, N.A. $26,512 6.27% P.O. Box 30576 Tampa, FL 33630-3576
Northern Trust Company $51,210 12.11% 801 S. Canal C-IN Chicago, IL 60607
SSB - Custodian $154,727 36.58% Global Corp. Action Dept. JAB5W P.O. Box 1631 Boston, MA 02105-1631
8.00% Class B Bankers Trust Company $5,000 18.52% Asset Backed c/o BT Services Tennessee, Inc. Certificates, 648 Grassmere Park Road Series 1994-C Nashville, TN 37211
Chase Manhattan Bank $12,000 44.44% 4 New York Plaza Proxy Department, 13th Floor New York, NY 10004
Citibank, N.A. $2,000 7.41% P.O. Box 30576 Tampa, FL 33630-3576
Fiduciary SSB $3,000 11.11% 108 Myrtle Street Newport Office Building N. Quincy, MA 02171
SSB - Custodian $5,000 18.52% Global Corp. Action Dept. JAB5W P.O. Box 1631 Boston, MA 02105-1631
6.15% Class A Bank of New York (The) $105,400 29.51% Asset Backed 925 Patterson Plank Road Certificates, Secaucus, NJ 07094 Series 1995-A
Bankers Trust Company $43,220 12.10% c/o BT Services Tennessee, Inc. 648 Grassmere Park Road Nashville, TN 37211
Chase Manhattan Bank $105,050 29.41% 4 New York Plaza Proxy Department, 13th Floor New York, NY 10004
Corestates Bank, N.A. $21,110 5.91% P.O. Box 7618 F.C. #1-9-1-21 Philadelphia, PA 19106-7618
6.30% Class B Brown Brothers Harriman & Co. $2,000 8.77% Asset Backed 63 Wall Street, 8th Floor Certificates, New York, NY 10005 Series 1995-A
Chase Manhattan Bank $20,800 91.23% 4 New York Plaza Proxy Department, 13th Floor New York, NY 10004
6.30% Class A Bankers Trust Company $59,675 16.71% Asset Backed c/o BT Services Tennessee, Inc. Certificates, 648 Grassmere Park Road Series 1995-B Nashville, TN 37211
Bank One Trust Company N. A. $50,000 14.00% Employee Retirement System 277 E. Town Street Columbus, OH 43215
Boston Safe Deposit and Trust Company $25,350 7.10% c/o Mellon Bank N.A. Three Mellon Bank Center Room 153-3015 Pittsburgh, PA 15259
Chase Manhattan Bank $49,725 13.92% 4 New York Plaza Proxy Department, 13th Floor New York, NY 10004
Firstar Trust Company $57,355 16.06% Corporate Trust Department 1555 North Rivercenter Drive, Suite 301 Milwaukee, WI 53212
Fifth Third Bank/State Teachers $39,880 11.16% Retirement of Ohio 275 East Broad Street Columbus, OH 43215
6.45% Class B Chase Manhattan Bank $22,800 100.00% Asset Backed 4 New York Plaza Certificates, Proxy Department, 13th Floor Series 1995-B New York, NY 10004
Floating Rate Bear, Stearns Securities Corp. $91,600 19.70% Class A Asset One Metrotech Center North, 4th Floor Backed Brooklyn, NY 11201-3862 Certificates, Series 1996-A
Chase Manhattan Bank $184,610 39.70% One Chase Manhattan Plaza 3B - Proxy Dept. New York, NY 10081
Citibank, N.A. $75,000 16.13% P.O. Box 30576 Tampa, FL 33630-3576
Fuji Bank & Trust Company $25,000 5.38% 2 World Trade Center 81st Floor New York, NY 10048
Floating Rate Swiss American Securities, Inc $35,000 100.00% Class B 100 Wall Street Asset Backed New York, NY 10005 Certificates, Series 1996-A
Item 13.
Item 13. Certain Relationships and Related Transactions ----------------------------------------------
None.
Item 14.
Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K ---------------------------------------------------------------
(b) Reports on Form 8-K -------------------
(i) Reports on Form 8-K pursuant to Item 5 thereof, containing the monthly statements and other information reflecting the Trust's activities.
For the monthly Dated: periods ended: ------ --------------- February 18, 1997 January 31, 1997 March 17, 1997 February 28, 1997 April 15, 1997 March 31, 1997 May 15, 1997 April 30, 1997 June 16, 1997 May 31, 1997 July 15, 1997 June 30, 1997 August 15, 1997 July 31, 1997 September 15, 1997 August 31, 1997 October 15, 1997 September 30, 1997 November 17, 1997 October 31, 1997 December 15, 1997 November 30, 1997 January 15, 1998 December 31, 1997
(c) Exhibits. The following documents are filed as part of this Annual Report on Form 10-K. ------------------------------------------------------
Exhibit Number Description -------------- ----------- 99.1 Annual Servicer's Certificate 99.2 Independent Accountants' Report of Coopers & Lybrand L.L.P. on Management's Assertions 99.3 Annual Statement prepared by Servicer
SIGNATURE
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf of thundersigned, thereunto duly authorized.
Date: March 25, 1998 --------------
Banc One Credit Card Master Trust
By: Bank One, N.A. as Servicer
By: /s/ Tracie H. Klein -------------------------- Name: Tracie H. Klein Title: Vice President
INDEX OF EXHIBITS
Exhibit Number Description Page - ------------- ----------- -----
99.1 Annual Servicer's Certificate 11
99.2 Independent Accountants' Report of 12-13 Coopers & Lybrand L.L.P. on Management's Assertions
99.3 Annual Statement Prepared by Servicer 14