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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended 333-45599 and 333-45611
December 25, 1998 Commission file numbers
____________________
FINGERHUT MASTER TRUST
Fingerhut Receivables, Inc., as Transferor
(Exact name of registrant as specified in its charter)
Delaware 41-1396490
(State of Incorporation) (I.R.S. Employer
Identification No.)
4400 Baker Road, Suite F-480, Minnetonka, Minnesota 55343
(Address of principal executive offices)
(612) 936-5035
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
None
Securities registered pursuant to Section 12(g) of the Act:
None
The Registrant has no voting stock or class of common stock
outstanding as of the date of this report.
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 and (2) has been subject to such filing requirements
for the past 90 days. Yes X No
TABLE OF CONTENTS
PART I
Page
Item 1. Business 3
Item 2. Properties 3
Item 3. Legal Proceedings 3
Item 4. Submission of Matters to a Vote of
Security Holders 3
PART II
Item 5. Market for Registrant's Common Equity and
Related Stockholder Matters 3
Item 6. Selected Financial Data 3
Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations 4
Item 8. Financial Statements and Supplementary Data 4
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure 4
PART III
Item 10.Directors and Executive Officers of the Registrant 4
Item 11. Executive Compensation 4
Item 12. Security Ownership of Certain Beneficial
Owners and Management 4
Item 13. Certain Relationships and Related Transactions 4
PART IV
Item 14. Exhibits, Financial Statement Schedules 4
and Reports on Form 8-K
Signatures 5
PART I
Item 1. Business
The Fingerhut Master Trust (the "Trust" or the
"Registrant") was originated by Fingerhut Receivables,
Inc. (the "Transferor"), as Transferor under the
Amended and Restated Pooling and Servicing Agreement
dated as of March 18, 1998, (the P&S Agreement") by and
among the Transferor, Fingerhut National Bank, as
servicer (the "Servicer") and Bank of New York
(Delaware), as trustee. The Series 1998-1 Supplement
and the Series 1998-2 Supplement both dated as of April
28, 1998 to the P&S Agreement provided for the issuance
of the Fixed Rate Accounts Receivable
Certificates, Series 1998-1 and Series 1998-2 (the
"Certificates"). The Certificates represented
interests in the Trust only and did not represent
interests in or obligations of Fingerhut Receivables,
Inc., Fingerhut National Bank, Fingerhut Corporation or
any affiliate thereof. The final payment on the Series
1994-1 Certificates was made on February 20, 1998.
Item 2. Properties
The Trust's sole asset is a pool of closed-end and
revolving consumer accounts receivable originated by
Fingerhut Corporation, Fingerhut National Bank and
certain affiliates.
Item 3. Legal Proceedings
None.
Item 4. Submission of Matters to a Vote of Security
Holders
Not applicable.
PART II
Item 5. Market for the Registrant's Common Equity and
Related Stockholders Matters
Not applicable.
Item 6. Selected Financial Data
Not applicable.
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Not applicable.
Item 8. Financial Statements and Supplementary Data
Not applicable.
Item 9. Changes in and Disagreements with Accountants on
Accounting and Financial Disclosure
Not applicable.
PART III
Item 10. Directors and Executive Officers of the Registrant
Not applicable.
Item 11. Executive Compensation
Not applicable.
Item 12. Security Ownership of Certain Beneficial Owners
and Management
None.
Item 13. Certain Relationships and Related Transactions
Not applicable.
PART IV
Item 14. Exhibits, Financial Statement Schedules, and
Reports on Form 8-K
(a) 1. Annual Servicer's Certificate dated March 18,
1999.
2. Supplementary Fingerhut Master Trust Data.
(b) Reports on Form 8-K were filed during the fourth
fiscal quarter of 1998 on October 14, November 16
and December 14.
(c) Not applicable.
(d) Not applicable.
SIGNATURES
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 by the
undersigned, thereunto duly authorized, on this 23th day of
March, 1999.
FINGERHUT MASTER TRUST
(Registrant)
By: /s/ Brian M. Szames
Brian M. Szames
President
Fingerhut Receivables, Inc.,
as Transferor
INDEX TO EXHIBITS
Exhibit Description of Sequential Page
Number Exhibit Number
20(a) Annual Servicer's Certificate
20(b) Supplementary Master Trust
Data