ITEM 2.	Properties.............................................1 1 ITEM 3.
ITEM 4.	Submission of Matters to a Vote of Security Holders....................................................1
PART II
ITEM 5.
ITEM 5.	Market for the Registrant's Common Stock and Related Stockholder Matters................	 1 ITEM 6.
ITEM 9.	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. 2
PART III
ITEM 10.
ITEM 10.	Directors and Executive Officers of the Registrant..................................2 ITEM 11.
ITEM 11.	Executive Compensation..........................................2 ITEM 12.
ITEM 12.	Security Ownership of Certain Beneficial Owners and Management..............................2 ITEM 13.
ITEM 13.	Certain Relationships and Related Transactions..................................................2
PART IV
ITEM 14.
ITEM 14.	Exhibits, Financial Statement Schedules and Reports on Form 8-K................................ 3
SIGNATURES
Signatures	......................................6
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One) [ X	]	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended December 31,
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 number 33-80768
PB & T MASTER CREDIT CARD TRUST II (Exact name of registrant as specified in its charter)
Georgia						58-0513395 State or other jurisdiction of incorporation or		(I.R.S. Employer Identification No.) organization
One Ravinia Drive, Ste 1000 Atlanta, GA		30346 (Address of principal executive offices)			(Zip Code)
Registrant's telephone number, including area code		(770) 551-6700 Securities registered pursuant to Section 12(b) of the Act:
Title of each class			Name of each exchange on which registered
Series 1994 - A Asset Backed Certificates
Securities registered pursuant to section 12(g) of the Act:
(Title of class)
(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 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
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [ ]
EXHIBIT B
MONTHLY PAYMENT INSTRUCTIONS AND NOTIFICATION TO THE TRUSTEE
THE PRUDENTIAL BANK AND TRUST COMPANY
PB&T MASTER CREDIT CARD TRUST II
SERIES 1994-A
The undersigned, a duly authorized representative of The Prudential Bank and Trust Company ("PB&T"), as Servicer pursuant to the Pooling and Servicing Agreement dated as of August 1, 1994, as amended July 31, 1997, and the Series 1994-A Supplement dated as of August 10, 1994, as amended July 31, 1997, (collectively, the "Pooling and Servicing Agreement") by and between PB&T and Bankers Trust as trustee, (the "Trustee"), does hereby certify as follows:
A)	Capitalized terms used in this notice have their respective meanings set forth in the Pooling and Servicing Agreement; provided, that the "Preceding Monthly Period" shall mean the Monthly Period immediately preceding the calendar month in which this notice is delivered. References herein to certain sections and subsections are references to the respective sections and subsections of the Pooling and Servicing Agreement. This notice is delivered pursuant to Section 4.08 of the Pooling and Servicing Agreement.
B)	PB&T is the Servicer under the Pooling and Servicing Agreement.
C)	The undersigned is a Servicing Officer.
D)	The date of this notice is a Determination Date under the Pooling and Servicing Agreement.
I.	INSTRUCTION TO MAKE A WITHDRAWAL
Pursuant to Section 4.08, the Servicer does hereby instruct the Trustee (i) to make a withdrawal from the Defeasance Account on		15-Jan-98	, which date is a Transfer Date under the Pooling and Servicing			Agreement, in an aggregate amount as set forth below in respect to the				following amounts and (ii) to apply the proceeds of such withdrawal in accordance with Section 4.08:
A) 	Pursuant to subsection 4.08 (a): (1) Interest at the Certificate Rate for the preceding Interest Period on the Investor Interest .......................	$2,481,937.50
(2) Deficiency Amounts ......................$0.00
B)	Pursuant to subsection 12.05:
(1) Pay to the Seller........................$0.00
Total .......................................$0.00
II.	ACCRUED AND UNPAID AMOUNTS
After giving effect to the withdrawals and transfers to be made in accordance with this notice, the following amounts will be accrued and unpaid with respect to all Monthly Periods preceding the current calendar month:
A)	Subsection 4.08 (a): The aggregate amount of all Deficiency Amounts .....................................$0.00
IN WITNESS WHEREOF, the undersigned has duly executed this certificate this fifth day of		Jan-98
THE PRUDENTIAL BANK AND TRUST COMPANY, Servicer
By: Name: Robert R. Wood	Joel L. Rosenberg Title:Senior Vice President
B-2
B-3
MONTHLY CERTIFICATEHOLDER'S STATEMENT
SERIES 1994-A
THE PRUDENTIAL BANK & TRUST COMPANY
PB&T MASTER CREDIT CARD TRUST II
Under Section 5.02 of the Pooling and Servicing Agreement dated as of August 1, 1994, as amended July 31, 1997, and the Series 1994-A Supplement dated August 10, 1994, as amended July 31, 1997, (collectively, the "Pooling and Servicing Agreement") by and between The Prudential Bank & Trust Company ("PB&T") and Bankers Trust, as trustee (the "Trustee"), PB&T, as Servicer, is required to prepare certain information each month regarding current distributions to Series 1994-A Certificateholders and the performance of the PB&T Master Credit Card Trust (the "Trust") during the previous month. The information which is required to be prepared with respect to the Distribution Date of 		15-Jan-98	 and with respect to the performance of the Trust during the month of Dec-97	 is set forth below. Certain information is presented on the basis of an amount of $1,000 per series 1994-A Certificate (a "Certificate"). Certain other information is presented based on the aggregate amounts for the Trust as a whole. Capitalized terms used in this Statement have their respective meanings set forth in the Pooling and Servicing Agreement.
A.	Information Regarding the Current Monthly Distribution (Stated on the basis of $1,000 Original Certificate Principal Amount.)
1.	The total amount of the distribution to Certificateholders on 15-Jan-98 per $1,000 original certificate principal amount ......................................$5.52
2.	The amount of the distribution set forth in paragraph 1 above in respect of interest on the Certificates, per $1,000 original certificate principal amount ................					$5.52
3.	The amount of the distribution set forth in paragraph 1 above in respect of principal of the Certificate, per $1,000 original certificate principal amount ................					$0.00
B.	Information Regarding the Performance of the Trust
1.	Permitted Investments Outstandings
The aggregate amount in the Distribution Account of sales and maturities and interest payments , allocated in respect of the Certificates$2,481,937.50
2.	Deficit Controlled Amortization Amount	$0.00
THE PRUDENTIAL BANK AND TRUST COMPANY, Servicer
By: Name: Joel L. Rosenberg Title: Senior Vice President
C-2 Schedule - to Monthly Servicer's Certificate with respect to the Series 1994-A Certificates
THE PRUDENTIAL BANK & TRUST COMPANY ___________________________________________________
PB&T MASTER CREDIT CARD TRUST II, SERIES 1994-A ___________________________________________________
1.	Amount available in Distribution Account on 15-Jan-98	:				$2,481,937.50
2.	The amount of interest payable to the Series 1994-A Certificateholders on the Distribution Date in the current calendar month is equal to ..............................................$2,481,937.50
3.	The amount of principal payable to the Series 1994-A Certificateholders on the Distribution Date in the current calendar month is equal to ..............................................$0.00
4.	The sum of all amounts payable to the Series 1994-A Certificateholders on the Distribution Date in the current calendar month is equal to ..............................................$2,481,937.50
5.	To the knowledge of the undersigned, no Series 1994-A Pay Out event or Trust Pay Out Event has occurred except as described below:						None
IN WITNESS WHEREOF, the undersigned has duly executed this certificate this fifth day of		Jan-98
THE PRUDENTIAL BANK AND TRUST COMPANY, Servicer
By: Name: Joel L. Rosenberg Title: Senior Vice President