Back to GetFilings.com



Table of Contents


SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 10-K


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

o            TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 0-16337


Bank One, Delaware, National Association

(formerly FIRST USA BANK, NATIONAL ASSOCIATION)
(Exact name of Registrant as specified in its charter)
(As Servicer on behalf of First Chicago Master Trust II)


   
Laws of the United States
(State or other jurisdiction of
incorporation or organization)
   
51-0269396
(I.R.S. Employer
Identification No.)
 

  201 North Walnut Street
Wilmington, Delaware
(Address of principal executive offices)
   
19801
(Zip Code)
 

Registrant’s telephone number, including area code: (302) 594-4000

Securities registered pursuant to Section 12(b) of the Act: NONE

Securities registered pursuant to Section 12(g) of the Act:
Floating Rate Asset Backed Certificates, Series 1999-X
Floating Rate Asset Backed Certificates, Series 1999-Y

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 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 o

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 or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.

Not Applicable.

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act). YES o NO x

State the aggregate market value of the voting stock held by non-affiliates of the Registrant. The aggregate market value shall be computed by reference to the price at which the stock was sold, or the average bid and asked prices of such stock, as of a specified date within 60 days prior to the date of filing.

Not Applicable.

Indicate the number shares outstanding of each of the Registrant’s class of common stock, as of the latest practicable date.

Not Applicable.

DOCUMENTS INCORPORATED BY REFERENCE: NONE




Table of Contents

BANK ONE, DELAWARE, N.A.
(Formerly FIRST USA BANK, N.A.)
FIRST CHICAGO MASTER TRUST II
2002 FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS

 

 

PAGE

 

 

Introductory Note

3

 

 


 

 

 

PAGE

 

 

PART I

 

 

 

 

 

ITEM 1.

 

Business

3

ITEM 2.

 

Properties

3

ITEM 3.

 

Legal Proceedings

3-4

ITEM 4.

 

Submission of Matters to a Vote of Security Holders

4

 

 

 

 

 

 

PART II

 

 

 

 

 

ITEM 5.

 

Market for Registrant’s Common Equity and Related Stockholder Matters

4

ITEM 6.

 

Selected Financial Data

4

ITEM 7.

 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

4

ITEM 7A.

 

Quantitative and Qualitative Disclosures About Market Risk

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

5

ITEM 12.

 

Security Ownership of Certain Beneficial Owners and Management

5

ITEM 13.

 

Certain Relationships and Related Transactions

6

ITEM 14. Controls and Procedures
6

 

 

 

 

 

 

PART IV

 

 

 

 

 

ITEM 15.

 

Exhibits, Financial Statement Schedules and Reports on Form 8-K

6

 

 

 

 

 

 

SIGNATURES

 

 

 

 

 

Signatures

7




2


Table of Contents

Introductory Note

Bank One, Delaware, National Association (formerly First USA Bank, National Association), a national banking association organized under the laws of the United States (the “Bank”), is the Seller and Servicer under the Amended and Restated Pooling and Servicing Agreement (the “Agreement”) dated as of June 1, 1990 and as amended and restated as of September 1, 1999 between the Bank, as the Seller and Servicer, and Wells Fargo Bank Minnesota, N.A., as the Trustee (the “Trustee”), relating to the First Chicago Master Trust II (the “Master Trust II”), and the Supplements for all series of Investor Certificates issued thereunder.

The final payment with respect to Floating Rate Credit Card Certificates, Series 1995-M was made on October 15, 2002.

The final payment with respect to Floating Rate Credit Card Certificates, Series 1995-O was made on December 16, 2002.

The final payment with respect to Floating Rate Asset Backed Certificates, Series 1996-Q was made on February 15, 2002.

The final payment with respect to Floating Rate Asset Backed Certificates, Series 1996-S was made on December 16, 2002.

The final payment with respect to Floating Rate Asset Backed Certificates, Series 1997-U was made on October 15, 2002.

The final payment with respect to Floating Rate Asset Backed Certificates, Series 1999-W was made on March 15, 2002.

Therefore, information with respect to such Certificates is only included in Item 14(a)3, which contains Supplementary Master Trust II Data relating to the performance of Master Trust II for the year ended December 31, 2002.

PART I

ITEM 1.         BUSINESS

Available Information: BANK ONE CORPORATION, the parent corporation of Bank One, Delaware, National Association, has an Internet website at www.bankone.com which includes certain Trust reports. Electronic copies of the Trust’s annual report on Form 10-K and current reports on Form 8-K are available free of charge by visiting the “Investor Relations” section of www.bankone.com. The reports can be found under “Asset Backed Securities” in the Investor Relations section of the website. These reports are posted as soon as reasonably practicable after they are electronically filed with the Securities and Exchange Commission.

ITEM 2.         PROPERTIES

The information set forth in the Current Reports on Form 8-K dated October 15, 2002, November 15, 2002, and December 16, 2002, as filed by the Registrant with respect to the Master Trust II, is incorporated herein by reference. (Certain terms used but not defined in this Form 10-K Annual Report have the meanings assigned, respectively, in the Agreement, filed as Exhibits 4.1, 4.7, 4.9, 4.11, 4.12, 4.13, 4.14, 4.15, 4.16, 4.17, 4.19, 4.20, 4.21, 4.22, 4.23, 4.24, 4.27, and 4.28 to the Registrant’s Form S-3 Registration Statement No. 333-49625.)

ITEM 3.         LEGAL PROCEEDINGS


3


Table of Contents

There are no material pending legal proceedings with respect to the Master Trust II, involving the Master Trust II, the Trustee or the Registrant. The Bank is a defendant in various lawsuits, including lawsuits seeking class action certification in both state and federal courts. These lawsuits challenge certain policies and practices of the Bank’s credit card business. A few of these lawsuits have been conditionally certified as class actions. The Bank has defended itself against claims in the past and intends to continue to do so in the future. While it is impossible to predict the outcome of any of these lawsuits, the Bank believes that any liability which might result from these lawsuits will not have a material adverse effect on the Master Trust II.

ITEM 4.         SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

None.

PART II

ITEM 5.         MARKET FOR REGISTRANT’S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS

Master Trust II

(i)       There is no established public trading market for the Certificates.

(ii)      Since each of the Certificates was issued in book entry form only, there is only one holder of record of each Series of Certificates.

(iii)     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 7A.      QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Not applicable.

ITEM 8.         FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

See (i) the Annual Servicer’s Certificate respecting compliance for the Master Trust II filed as Exhibit 1 under Item 14(a) hereof, (ii) the Annual Independent Public Accountant’s Report and Management’s Assertion regarding compliance filed as Exhibit 2 under Item 14(a) hereof, and (iii) the Supplementary Master Trust II Data relating to the performance of Master Trust II filed as Exhibit 3 under Item 14(a) hereof.

ITEM 9.         CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.


4


Table of Contents

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

(a)       With respect to each series of Certificates, The Depository Trust Company (“DTC”), through its nominee Cede & Co., is the sole holder of record of more than five percent (5%) of the Certificates. The following sets forth certain information believed by the Registrant to be accurate based on information provided by DTC concerning the beneficial ownership of Certificates. Number of Certificates identifies the number of $1,000 minimum denomination Certificates beneficially owned by each such investor.

Beneficial owners of more than 5% of the Floating Rate Asset Backed Certificates, Series 1999-X as of December 31, 2002, are as follows:

 

 

 

NUMBER OF
CERTIFICATES

 

% OF
OWNERSHIP

 

 

 


 


 

 

 

 

 

 

 

Bank of New York (The)
One Wall Street
New York, NY 10286

 

100,750

 

13.43%

 

 

 

 

 

 

 

Citibank, N.A.
3800 Citicorp Center Tampa
Building B3-15
Tampa, FL 33610-9122

 

  40,000

 

 5.33%

 

 

 

 

 

 

 

Prudential Securities Custody
C/O ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717

 

164,390

 

21.92%

 

 

 

 

 

 

 

State Street Bank and Trust Company
1776 Heritage Dr.
Global Corp. Action Unit JAB 5NW
No. Quincy, MA 02171

 

399,860

 

53.31%

 

 

 

5


Table of Contents

 Beneficial owners of more than 5% of the Floating Rate Asset Backed Certificates, Series 1999-Y as of December 31, 2002, are as follows:

 

   
NUMBER OF
CERTIFICATES
% OF
OWNERSHIP
 
   
 
 

Boston Safe Deposit and Trust Company
c/o Mellon Bank N.A.
525 William Penn Place STE-3148
Pittsburgh, PA 15259

 

  45,920

 

 8.35%

 

 

 

 

 

 

 

Citibank, N.A.
3800 Citicorp Center Tampa
Building B3-15
Tampa, FL 33610-9122

 

  80,000

 

14.55%

 

 

 

 

 

 

 

Deutsche Bank Trust Company
648 Grassmere Park Road
Nashville, TN 37211

 

  51,450

 

 9.35%

 

 

 

 

 

 

 

JPMorgan Chase Bank
c/o JP Morgan Investor Services
14201 Dallas Parkway 12th Floor
Mail Code 121
Dallas, TX 75240

 

  53,550

 

 9.74%

 

 

 

 

 

 

 

State Street Bank and Trust Company
1776 Heritage Dr.
Global Corp. Action Unit JAB 5NW
No. Quincy, MA 02171

 

290,380

 

52.80%

 


______________

   (b)    Not applicable.

   (c)    Not applicable.

ITEM 13.       CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

None.

ITEM 14.       CONTROLS AND PROCEDURES

Not applicable.

PART IV

ITEM 15.       EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K

(a)       1.        Annual Servicer’s Certificate

2.        Annual Independent Public Accountant’s Report dated March 10, 2003 and Management’s Assertion regarding compliance.

3.        Supplementary Master Trust II Data relating to the performance of Master Trust II.

(b)       See Item 2.

(c)       Not applicable.

(d)       Not applicable. No annual report or proxy material has been sent to securityholders.


6


Table of Contents

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 March 26, 2003.

 

 

 

Bank One, Delaware, National Association
(Formerly FIRST USA BANK, NATIONAL ASSOCIATION)
as Servicer



 

By: 


/s/ DANIEL J. FRATE

 

 

 


 

 

 

Daniel J. Frate
President

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities indicated on March 26, 2003.

 

Signature

 

                                 Title

 

 

 

 

 

/s/ PHILIP HEASLEY

 

Director and Principal Executive Officer

 


Philip Heasley  

 

 

 

 

/s/ RAYMOND FISCHER

 

Director, Principal Financial Officer and
Principal Accounting Officer

 


Raymond Fischer  

 

 

 

 

/s/ DANIEL J. FRATE

 

Director

 


Daniel J. Frate 

 

 

 

 

/s/ MICHAEL LOONEY

 

Director

 


Michael Looney   

 

 

 

 

/s/ M. CARTER WARREN

 

Director

 


M. Carter Warren   

 

 

 

 

/s/ WILLIAM GARNER

 

Director

 


William Garner  


7


Table of Contents

Certification

I, Jeffrey Rigg, the senior officer for securitization servicing of Bank One, Delaware, National Association, a national banking association which serves as servicer for the First Chicago Master Trust II, certify that:

1.        I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing distribution or servicing reports filed in respect of the periods included in the year covered by this annual report, of First Chicago Master Trust II;

2.        Based on my knowledge, the information in these reports, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the last day of the period covered by this annual report;

3.        Based on my knowledge, the distribution and servicing information required to be provided to the trustee by the servicer under the pooling and servicing, or similar, agreement, for inclusion in these reports is included in these reports;

4.        I am responsible for reviewing the activities performed by the servicer under the pooling and servicing, or similar, agreement and based upon my knowledge and the annual compliance review required under that agreement, and except as disclosed in the reports, the servicer has fulfilled its obligations under that agreement; and

5.        The reports disclose all significant deficiencies relating to the servicer’s compliance with the minimum servicing standards based upon the report provided by an independent public accountant, after conducting a review in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar procedure, as set forth in the pooling and servicing, or similar, agreement, that is included in these reports.

 

 

Dated: March 26, 2003

 

 

 

 



 


/s/ JEFFREY RIGG

 

 

 

 


 

 

 

 

Name: 

Jeffrey Rigg

 

 

 

 

Title: 

Senior Officer for Securitization
Servicing and Senior Vice President-
Accounting


 


Table of Contents

ANNUAL SERVICER’S CERTIFICATE

BANK ONE, DELAWARE, NATIONAL ASSOCIATION

FIRST CHICAGO MASTER TRUST II

The undersigned, duly authorized representatives of Bank One, Delaware, National Association (“Bank One”), as the Seller and Servicer pursuant to the Amended and Restated Pooling and Servicing Agreement dated as of June 1, 1990 and as amended and restated as of September 1, 1999 (the “Amended and Restated Pooling and Servicing Agreement”), by and between Bank One, as Seller and Servicer, and Wells Fargo Bank Minnesota, National Association, as Trustee, do hereby certify that:

1.         Bank One is, as of the date hereof, the Seller and the Servicer under the Amended and Restated Pooling and Servicing Agreement.

2.         The undersigned are duly authorized pursuant to the Amended and Restated Pooling and Servicing Agreement to execute and deliver this Certificate to the Trustee.

3.         A review of the activities of the Seller and the Servicer during the calendar year ended December 31, 2002, and of their performance under the Amended and Restated Pooling and Servicing Agreement was conducted under our supervision.

4.         Based on such review, the Seller and the Servicer have, to the best of our knowledge, fully performed all their obligations under the Amended and Restated Pooling and Servicing Agreement and no default in the performance of such obligations has occurred or is continuing except as set forth in paragraph 5 below.

5.         The following is a description of each default in the performance of its obligations under the provisions of the Amended and Restated Pooling and Servicing Agreement known to us to have been made by the Seller and Servicer during the calendar year ended December 31, 2002, which sets forth in detail the (i) nature of each such default, (ii) the action taken by the Seller and Servicer, if any, to remedy each such default and (iii) the current status of each such default: None.

IN WITNESS WHEREOF, the undersigned have duly executed this Certificate this 26th day of March, 2003.

 

 

 

 

 

By: 


/s/ MICHAEL J. GRUBB

 

By: 


/s/ JEFFREY RIGG

 

 


 

 


 

Name: 

Michael J. Grubb

 

Name: 

Jeffrey Rigg

 

Title: 

First Vice President

 

Title: 

Senior Vice President-Accounting


 


Table of Contents


 

1601 Market Street
Philadelphia, PA 19103-2499

Independent Accountants’ Report

Bank One, Delaware, National Association
Wells Fargo Bank Minnesota, National Association:

We have examined the accompanying management’s assertion that Bank One, Delaware, National Association (the “Servicer”), complied with the requirements of Sections 3.01, 3.04, 3.05, 3.09, 12.01, and Article IV of the Amended and Restated Pooling and Servicing Agreement dated as of June 1, 1990, and as amended and restated as of September 1, 1999 (the “Agreement”), and the Supplements thereto as listed in Attachment A, by and between the Servicer and Wells Fargo Bank Minnesota, National Association, as Trustee of the First Chicago Master Trust II (together, the “Agreements”), during the 12 months ended December 31, 2002. Management is responsible for the Servicer’s compliance with those requirements. Our responsibility is to express an opinion on management’s assertion about the Servicer’s compliance based on our examination.

Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Servicer’s compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Servicer’s compliance with specified requirements.

In performing this examination, we have assumed the accuracy of the reports prepared by the Servicer’s third-party credit card processor and did not extend our assessment to the relevant aspects of the Servicer’s compliance that are the responsibility of the third-party credit card processor. Accordingly, our assessment does not extend to these aspects of the Servicer’s compliance that are the responsibility of the third-party credit card processor, and we do not express any form of assurance on those compliance aspects.

In our opinion, management’s assertion that the Servicer complied with the aforementioned requirements during the 12 months ended December 31, 2002 is fairly stated, in all material respects.

 

 



 


March 10, 2003


Table of Contents

Attachment A

Pooling and Servicing Agreement Supplements

 

Credit Card Master Trust Series

 

 

 

Date

 

Compliance Period

 


 

 

 


 


 

 

 

 

 

 

 

 

 

First Chicago Master Trust II Series

 

1995-M

 

4/19/1995

 

01/01/02 - 09/30/02

 

First Chicago Master Trust II Series

 

1995-O

 

6/15/1995

 

01/01/02 - 11/30/02

 

First Chicago Master Trust II Series

 

1996-Q

 

9/25/1996

 

01/01/02 - 01/31/02

 

First Chicago Master Trust II Series

 

1996-S

 

11/26/1996

 

01/01/02 - 11/30/02

 

First Chicago Master Trust II Series

 

1997-U

 

11/30/1997

 

01/01/02 - 09/30/02

 

First Chicago Master Trust II Series

 

1999-W

 

3/23/1999

 

01/01/02 - 02/28/02

 

First Chicago Master Trust II Series

 

1999-X

 

6/16/1999

 

01/01/02 - 12/31/02

 

First Chicago Master Trust II Series

 

1999-Y

 

8/10/1999

 

01/01/02 - 12/31/02

 



 


Table of Contents

ASSERTION BY BANK ONE, DELAWARE, NATIONAL ASSOCIATION

The management of Bank One, Delaware, National Association (the “Servicer”) is responsible for complying with the requirements of Sections 3.01, 3.04, 3.05, 3.09, 12.01 and Article IV of the Amended and Restated Pooling and Servicing Agreement, dated as of June 1, 1990 and as amended and restated as of September 1, 1999 (the “Agreement”) and the Supplements thereto, noted in Attachment A (the “Supplements”), (together, the “Agreements”) between the Servicer and Wells Fargo Bank Minnesota, National Association, as Trustee of the First Chicago Master Trust II.

Management has performed an evaluation of the Servicer’s compliance with the Agreements and based on this evaluation management believes that the Servicer has complied with the requirements of the sections of the Agreements referred to above during the twelve months ended December 31, 2002.

In providing this assertion on compliance, we have assumed the accuracy of the reports prepared by the Servicer’s third party credit card processor and did not extend our assessment to the relevant aspects of the Servicer’s compliance that are the responsibility of the third party credit card processor. Accordingly, our assessment does not extend to these aspects of the Servicer’s compliance that are the responsibility of the third party credit card processor, and we do not express any form of assurance on these compliance aspects.

 

 

 

 

 

 

 


/s/ MICHAEL LOONEY

 

 



 


 

 

 

 

Michael Looney
Executive Vice President - Operations

 

 

 


 

 

 

 

 

 

 


/s/ JEFFREY T. RIGG

 

 


/s/ MICHAEL J. GRUBB

 


 

 


 

Jeffrey T. Rigg
Senior Vice President and Controller

 

 

Michael J. Grubb
First Vice President



 


Table of Contents

Supplementary Master Trust II Data relating to the performance of Master Trust II

 

First Chicago Master Trust II

 

( i )

Floating Rate Credit Card Certificates Series 1995-M

 

 

 

 

 

 

 

 

(A)

The total amount of cash distributed to Series 1995-M
Class A Certificateholders in 2002, per $1,000 of Series
1995-M Class A Certificates

$

841.35

 

 

 

 

 

 

(B)

The total amount of the distribution set forth in paragraph
( iii ) (A) which represents principal payments on the Series
1995-M Class A Certificates

$

833.33

 

 

 

 

 

 

(C)

The total amount of the Monthly Servicing Fee payable from
Available Funds to the Servicer from the Master Trust II
in 2002 with respect to the Series 1995-M Certificates

$

538,202

 

 

 

 

 

 

(D)

The total amount of the Interchange Monthly Servicing Fee
payable to the Servicer in 2002 with respect to the Series
1995-M Certificates

$

2,691,008

 

 

 

 

 

( ii )

Floating Rate Credit Card Certificates Series 1995-O

 

 

 

 

 

 

 

 

(A)

The total amount of cash distributed to Series 1995-O
Class A Certificateholders in 2002, per $1,000 of Series
1995-O Class A Certificates

$

1,011.28

 

 

 

 

 

 

(B)

The total amount of the distribution set forth in paragraph
( iv ) (A) which represents principal payments on the Series
1995-O Class A Certificates

$

1,000.00

 

 

 

 

 

 

(C)

The total amount of the Monthly Servicing Fee payable from
Available Funds to the Servicer from the Master Trust II
in 2002 with respect to the Series 1995-O Certificates

$

766,262

 

 

 

 

 

 

(D)

The total amount of the Interchange Monthly Servicing Fee
payable to the Servicer in 2002 with respect to the Series
1995-O Certificates

$

3,831,308

 

 

 

 

 

( iii )

Floating Rate Asset Backed Certificates Series 1996-Q

 

 

 

 

 

 

 

 

(A)

The total amount of cash distributed to Series 1996-Q
Class A Certificateholders in 2002, per $1,000 of Series
1996-Q Class A Certificates

$

167.08


 


Table of Contents

First Chicago Master Trust II

 

 

(B)

The total amount of the distribution set forth in paragraph
( vi ) (A) which represents principal payments on the Series
1996-Q Class A Certificates

$

166.67

 

 

 

 

 

(C)

The total amount of the Monthly Servicing Fee payable from
Available Funds to the Servicer from the Master Trust II
in 2002 with respect to the Series 1996-Q Certificates

$

49,275

 

 

 

 

 

(D)

The total amount of the Interchange Monthly Servicing Fee
payable to the Servicer in 2002 with respect to the Series
1996-Q Certificates

$

246,374

 

 

 

 

(iv)

Floating Rate Asset Backed Certificates Series 1996-S

 

 

 

 

 

 

 

(A)

The total amount of cash distributed to Series 1996-S
Class A Certificateholders in 2002, per $1,000 of Series
1996-S Class A Certificates

$

1,015.66

 

 

 

 

 

(B)

The total amount of the distribution set forth in paragraph
( viii ) (A) which represents principal payments on the Series
1996-S Class A Certificates

$

1,000.00

 

 

 

 

 

(C)

The total amount of the Monthly Servicing Fee payable from
Available Funds to the Servicer from the Master Trust II
in 2002 with respect to the Series 1996-S Certificates

$

1,578,516

 

 

 

 

 

(D)

The total amount of the Interchange Monthly Servicing Fee
payable to the Servicer in 2002 with respect to the Series
1996-S Certificates

$

7,892,582

 

 

 

 

( v )

Floating Rate Asset Backed Certificates Series 1997-U

 

 

 

 

 

 

 

(A)

The total amount of cash distributed to Series 1997-U
Class A Certificateholders in 2002, per $1,000 of Series
1997-U Class A Certificates

$

1,016.43

 

 

 

 

 

(B)

The total amount of the distribution set forth in paragraph
( x ) (A) which represents principal payments on the Series
1997-U Class A Certificates

$

1,000.00

 

 

 

 

 

(C)

The total amount of the Monthly Servicing Fee payable from
Available Funds to the Servicer from the Master Trust II
in 2002 with respect to the Series 1997-U Certificates

$

952,381

 

 

 

 


 


Table of Contents

First Chicago Master Trust II

 

 

(D)

The total amount of the Interchange Monthly Servicing Fee
payable to the Servicer in 2002 with respect to the Series
1997-U Certificates

$

4,761,905

 

 

 

 

( vii )

Floating Rate Asset Backed Certificates Series 1999-W

 

 

 

 

 

 

 

(A)

The total amount of cash distributed to Series 1999-W
Class A Certificateholders in 2002, per $1,000 of Series
1999-W Class A Certificates

$

1,004.80

 

 

 

 

 

(B)

The total amount of the distribution set forth in paragraph
( xii ) (A) which represents principal payments on the Series
1999-W Class A Certificates

$

1,000.00

 

 

 

 

 

(C)

The total amount of the Monthly Servicing Fee payable from
Available Funds to the Servicer from the Master Trust II
in 2002 with respect to the Series 1999-W Certificates

$

535,714

 

 

 

 

 

(D)

The total amount of the Interchange Monthly Servicing Fee
payable to the Servicer in 2002 with respect to the Series
1999-W Certificates

$

2,678,571

 

 

 

 

( viii )

Floating Rate Asset Backed Certificates Series 1999-X

 

 

 

 

 

 

 

(A)

The total amount of cash distributed to Series 1999-X
Class A Certificateholders in 2002, per $1,000 of Series
1999-X Class A Certificates

$

19.73

 

 

 

 

 

(B)

The total amount of the distribution set forth in paragraph
( xiii ) (A) which represents principal payments on the Series
1999-X Class A Certificates

$

 

 

 

 

 

(C)

The total amount of the Monthly Servicing Fee payable from
Available Funds to the Servicer from the Master Trust II
in 2002 with respect to the Series 1999-X Certificates

$

2,142,857

 

 

 

 

 

(D)

The total amount of the Interchange Monthly Servicing Fee
payable to the Servicer in 2002 with respect to the Series
1999-X Certificates

$

10,714,286

 

 

 

 

( ix )

Floating Rate Asset Backed Certificates Series 1999-Y

 

 

 

 

 

 


 


Table of Contents

First Chicago Master Trust II

 

 

(A)

The total amount of cash distributed to Series 1999-Y
Class A Certificateholders in 2002, per $1,000 of Series
1999-Y Class A Certificates

$

20.23

 

 

 

 

 

(B)

The total amount of the distribution set forth in paragraph
( xiv ) (A) which represents principal payments on the Series
1999-Y Class A Certificates

$

 

 

 

 

 

(C)

The total amount of the Monthly Servicing Fee payable from
Available Funds to the Servicer from the Master Trust II
in 2002 with respect to the Series 1999-Y Certificates

$

1,571,429

 

 

 

 

 

(D)

The total amount of the Interchange Monthly Servicing Fee
payable to the Servicer in 2002 with respect to the Series
1999-Y Certificates

$

7,857,143

 

 

 

 

( x )

The amount of outstanding balances in the Accounts which were
30 or more days delinquent as of the December 2002 Due Period
(i.e., with respect to the January 2003 interest payment date)

$

415,946,458