UNITED STATES
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
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM _______________ TO _______________.
COMMISSION FILE NUMBER [0-17270]
JCP MASTER CREDIT CARD TRUST
----------------------------
(Issuer of the Certificates)
STAR RECEIVABLES FUNDING, INC.
------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 74-2932856
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1600 SUMMER STREET, STAMFORD, CONNECTICUT 06927
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (203) 357-4416
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuantto Section 12(g) of the Act:
5.50% CLASS A ASSET BACKED CERTIFICATES, SERIES E
-------------------------------------------------
(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 [ ] No [X].
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy materials or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K. [X]
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Exchange Act Rule 12b-2). Yes [ ] No [X].
The registrant has no voting or non-voting common equity held by non-affiliates.
DOCUMENTS INCORPORATED BY REFERENCE: None
This Annual Report on Form 10-K is filed in reliance upon certain no-action
letters issued by the Office of the Chief Counsel, Division of Corporation
Finance of the Securities and Exchange Commission relating to similar trusts
stating that the Commission will not object if such trusts file reports pursuant
to Section 13 and 15(d) of the Securities Exchange Act of 1934 in the manner
described in such letters. Accordingly, certain items herein which do not
require a response shall be designated "Not Applicable."
Star Receivables Funding, Inc.
2002 Form 10-K Annual Report
TABLE OF CONTENTS
Page
PART I
Item 1. Business..............................................................................................................1
Item 2. Properties............................................................................................................1
Item 3. Legal Proceedings.....................................................................................................1
Item 4. Submission of Matters to a Vote of Security Holders...................................................................1
PART II
Item 5. Market for Registrant's Common Stock, Related Stockholder Matters and Issuer Purchases of Equity Securities...........1
Item 6. Selected Financial Data...............................................................................................1
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations.................................1
Item 7A. Quantitative and Qualitative Disclosures about Market Risk............................................................1
Item 8. Financial Statements and Supplementary Data...........................................................................1
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure..................................1
PART III
Item 10. Directors and Executive Officers of the Registrant....................................................................2
Item 11. Executive Compensation................................................................................................2
Item 13. Certain Relationships and Related Transactions........................................................................2
Item 14. Principal Accountant Fees and Services................................................................................2
PART IV
Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K......................................................2
i
PART I
Item 1. BUSINESS.
Not applicable.
Item 2. Properties.
Not applicable.
Item 3. Legal Proceedings.
None.
Item 4. Submission of Matters to a Vote of Security Holders.
None.
PART II
Item 5. Market for Registrant's Common Stock, Related Stockholder Matters and
Issuer Purchases of Equity Securities.
The Series E (Class A) Certificates representing investors' interests
in the Trust are represented by a single Certificate registered in the name of
Cede and Co., the nominee of The Depository Trust Company.
ITem 6. Selected Financial Data.
Not applicable.
Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Not applicable.
Item 7A. Quantitative and Qualitative Disclosures about Market Risk.
Not applicable.
Item 8. Financial Statements and Supplementary Data.
Not applicable.
Item 9. Changes in and Disagreements With Accountants on Accounting and
Financial Disclosure.
None.
Item 9A. Controls and Procedures.
Not applicable.
1
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 and
Related Stockholder Matters.
(a) Securities authorized for issuance under equity
compensation plans.
Not applicable.
(b) Security ownership of certain beneficial owners.
The registrant has no knowledge as to beneficial ownership
of more than 5% of its voting securities held by
non-affiliates.
(c) Security ownership of management.
Not applicable.
(d) Changes in control.
Not applicable.
Item 13. Certain Relationships and Related Transactions.
None.
Item 14. Principal Accountant Fees and Services.
Not applicable.
PART IV
Item 15. Exhibits, Financial Statement Schedules, and Reports on Form 8-K.
(a) The following documents are filed as part of this Form
10-K:
(1) Financial statements.
Not applicable.
(2) Financial statement schedules.
Not applicable.
2
(3) Exhibits.
The Index of Exhibits is set forth under Item
15(c) below.
(b) Reports on Form 8-K.
(1) Current Report on Form 8-K, filed on March 5,
2002, containing the Monthly
Certificateholders' Statement for January 2002.
(2) Current Report on Form 8-K, filed on March 27,
2002, containing the Monthly
Certificateholders' Statement for February
2002.
(3) Current Report on Form 8-K, filed on April 23,
2002, containing the Monthly
Certificateholders' Statement for March 2002.
(4) Current Report on Form 8-K, filed on June 3,
2002, containing the Monthly
Certificateholders' Statement for April 2002.
(5) Current Report on Form 8-K, filed on July 1,
2002, containing the Monthly
Certificateholders' Statement for May 2002.
(6) Current Report on Form 8-K, filed on July 19,
2002, containing the Monthly
Certificateholders' Statement for June 2002.
(7) Current Report on Form 8-K, filed on August 30,
2002, containing the Monthly
Certificateholders' Statement for July 2002.
(8) Current Report on Form 8-K, filed on October
22, 2002, containing the Monthly
Certificateholders' Statement for August 2002.
(9) Current Report on Form 8-K, filed on October
22, 2002, containing the Monthly
Certificateholders' Statement for September
2002.
(10) Current Report on Form 8-K, filed on November
15, 2002, containing the Monthly
Certificateholders' Statement for October 2002.
(11) Current Report on Form 8-K, filed on December
17, 2002, containing the Monthly
Certificateholders' Statement for November
2002.
(12) Current Report on Form 8-K, filed on January
16, 2003, containing the Monthly
Certificateholders' Statement for December
2002.
In each of such filings, Monthly Certificateholders'
Statements for Series E (Class A) were reported. Each such
filing is amended by substituting the amended Monthly
Certificateholders' Statement for the relevant month
included in Exhibits 99.5 through 99.16 hereto.
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(c) Exhibits.
EXHIBIT
NUMBER DESCRIPTION
- ------ -----------
99.1 Amended and Restated Annual Certificateholders' Statement for the
fiscal year ended December 31, 2002
99.2 Examination Report of Independent Certified Public Accountants on the
Monthly Servicer's Certificates
99.3 Annual Servicer's Officer's Certificate
99.4 Sarbanes-Oxley Act Section 302 Certification
99.5 Amended and Restated Monthly Certificateholders' Statement for
January 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated March 5, 2002.
99.6 Amended and Restated Monthly Certificateholders' Statement for
February 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated March 27, 2002.
99.7 Amended and Restated Monthly Certificateholders' Statement for March
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated April 23, 2002.
99.8 Amended and Restated Monthly Certificateholders' Statement for April
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated June 3, 2002.
99.9 Amended and Restated Monthly Certificateholders' Statement for May
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated July 1, 2002.
99.10 Amended and Restated Monthly Certificateholders' Statement for June
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated July 19, 2002.
99.11 Amended and Restated Monthly Certificateholders' Statement for July
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated August 30, 2002.
99.12 Amended and Restated Monthly Certificateholders' Statement for August
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated October 22, 2002.
99.13 Amended and Restated Monthly Certificateholders' Statement for
September 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated October 22, 2002.
99.14 Amended and Restated Monthly Certificateholders' Statement for
October 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated November 15, 2002.
99.15 Amended and Restated Monthly Certificateholders' Statement for
November 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated December 17, 2002.
99.16 Amended and Restated Monthly Certificateholders' Statement for
December 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated January 16, 2003.
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SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, General Electric Capital Corporation, as servicer for JCP
Master Credit Card Trust, and on behalf of the registrant, Star Receivables
Funding, Inc., has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
Date: December 7, 2004
GENERAL ELECTRIC CAPITAL
CORPORATION, As Servicer for
JCP Master Credit Card Trust
On behalf of Star
Receivables Funding, Inc.
By: /s/ Iain J. Mackay
---------------------------------
Iain J. Mackay
Authorized Signatory
5
EXHIBIT
NUMBER DESCRIPTION
- ------ -----------
99.1 Amended and Restated Annual Certificateholders' Statement for the
fiscal year ended December 31, 2002
99.2 Examination Report of Independent Certified Public Accountants on the
Monthly Servicer's Certificates
99.3 Annual Servicer's Officer's Certificate
99.4 Sarbanes-Oxley Act Section 302 Certification
99.5 Amended and Restated Monthly Certificateholders' Statement for
January 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated March 5, 2002.
99.6 Amended and Restated Monthly Certificateholders' Statement for
February 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated March 27, 2002.
99.7 Amended and Restated Monthly Certificateholders' Statement for March
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated April 23, 2002.
99.8 Amended and Restated Monthly Certificateholders' Statement for April
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated June 3, 2002.
99.9 Amended and Restated Monthly Certificateholders' Statement for May
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated July 1, 2002.
99.10 Amended and Restated Monthly Certificateholders' Statement for June
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated July 19, 2002.
99.11 Amended and Restated Monthly Certificateholders' Statement for July
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated August 30, 2002.
99.12 Amended and Restated Monthly Certificateholders' Statement for August
2002, amending the Monthly Certificateholders' Statement filed on
Form 8-K dated October 22, 2002.
99.13 Amended and Restated Monthly Certificateholders' Statement for
September 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated October 22, 2002.
99.14 Amended and Restated Monthly Certificateholders' Statement for
October 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated November 15, 2002.
99.15 Amended and Restated Monthly Certificateholders' Statement for
November 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated December 17, 2002.
99.16 Amended and Restated Monthly Certificateholders' Statement for
December 2002, amending the Monthly Certificateholders' Statement
filed on Form 8-K dated January 16, 2003.
6