Item 1. Business
Item 1A.
Item 1A. Risk Factors
Item 2. Properties
Item 3. Legal Proceedings
Item 4. Reserved
Item 1B.
Item 1B. Unresolved Staff Comments.
None.
Substitute information provided in accordance with General Instruction J to Form 10-K:
Item 1112(b) of Regulation AB: Significant Obligor Financial Information
The primary asset of the issuing entity is the collateral certificate, Series 2005-CC, representing an undivided interest in the National City Credit Card Master Trust, whose assets include the receivables arising in a portfolio of unsecured consumer revolving credit card accounts. National City Credit Card Master Trust, therefore, may be considered a significant obligor in relation to National City Credit Card Master Note Trust. Pursuant to Instruction 3.b. to Item 1112(b) of Regulation AB, the information required by Instruction J to Form 10-K in respect of National City Credit Card Master Trust has been disclosed in this report on Form 10-K in lieu of the information otherwise contemplated by Item 1112(b).
The pool assets held by National City Credit Card Master Trust do not include any significant obligors.
Item 1114(b)(2) of Regulation AB: Significant Enhancement Provider Financial Information
There is no entity or group of affiliated entities providing enhancement or other support that is liable or contingently liable to provide payments representing 10% or more of the cash flow supporting any offered class of asset-backed securities.
Item 1115(b) of Regulation AB: Derivative Instrument Provider Financial Information
There is no entity or group of affiliated entities providing derivative instruments of an aggregate significance percentage of 10% of more.
Item 1117 of Regulation AB: Legal Proceedings
There are no pending material legal or other proceedings involving PNC Bank, National Association (successor to National City Bank), as sponsor, depositor and servicer, National City Credit Card Master Trust and National City Credit Card Master Note Trust, each as an issuing entity, BNY Mellon Trust of Delaware (formerly BNYM (Delaware), formerly The Bank of New York (Delaware)), as master trust trustee, The Bank of New York Mellon (formerly The Bank of New York), as indenture trustee, Wilmington Trust Company, as owner trustee, or any other party described in Item 1117 of Regulation AB, or of which any property of the foregoing is the subject, that, individually or in the aggregate, would have a material adverse impact on investors in the securities to which this report on Form 10-K relates.
PART II
The following items are omitted in accordance with General Instruction J to Form 10-K:
Item 5.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
Item 6.
Item 6. Selected Financial Data
Item 7.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Item 8.
Item 8. Financial Statements and Supplementary Data
Item 9.
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
Item 9A.
Item 9A. Controls and Procedures
Item 9B.
Item 9B. Other Information.
None.
PART III
The following items are omitted in accordance with General Instruction J to Form 10-K:
Item 10.
Item 10. Directors, Executive Officers and Corporate Governance
Item 11.
Item 11. Executive Compensation
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
Item 13.
Item 13. Certain Relationships and Related Transactions, and Director Independence
Item 14.
Item 14. Principal Accounting Fees and Services
Substitute information provided in accordance with General Instruction J to Form 10-K:
Item 1119 of Regulation AB: Affiliations and Certain Relationships and Related Transactions
Information required by Item 1119 of Regulation AB has been omitted from this report on Form 10-K in reliance on the Instruction to Item 1119.
Item 1122 of Regulation AB: Compliance with Applicable Servicing Criteria
Each of PNC Bank, National Association (successor to National City Bank), The Bank of New York Mellon (formerly The Bank of New York) and BNY Mellon Trust of Delaware (formerly BNYM (Delaware)) (each, a “Servicing Participant”), has been identified by the registrant as a party participating in the servicing function with respect to the pool assets held by each of National City Credit Card Master Trust and National City Credit Card Master Note Trust. Each of the Servicing Participants completed a report on an assessment of compliance with the servicing criteria applicable to such Servicing Participant (each, a “Report on Assessment”) as of, and for the 12-month period ending, December 31, 2010, which Reports on Assessment are attached as exhibits to this Form 10-K. In addition, each of the Servicing Participants provided an attestation report (each, an “Attestation Report”) by a registered
independent public accounting firm regarding its related Report on Assessment. Each Attestation Report is attached as an exhibit to this Form 10-K.
The Report on Assessment and the related Attestation Report for PNC Bank, National Association describes the following material instance of non-compliance:
The Asserting Party has identified material instances of noncompliance with the following servicing criteria during the Reporting Period of the Platform:
1122(d)(3)(i)(B):Investor remittances and reporting.
(i) Reports to investors, including those to be filed with the Commission, are maintained in accordance with the transaction agreements and applicable Commission requirements. Specifically, such reports:
(A)
Are prepared in accordance with timeframes and other terms set forth in the transaction agreements;
(B)
Provide information calculated in accordance with the terms specified in the transaction agreements;
(C)
Are filed with the Commission as required by its rules and regulations; and
(D)
Agree with investors’ or the trustee’s records as to the total unpaid principal balance and number of pool assets serviced by the servicer.
During the reporting period, certain investor reports contained errors that resulted in disclosures that were inconsistent with the terms set forth in the transaction agreements.
During the reporting period, certain items disclosed in investor reports were labeled with a description that varied from the specific language required by the transaction governing documents or were associated with the wrong item labels on the investor reports. Additionally, the calculations of certain items disclosed as part of the investor reports were performed in a maner inconsistent with the requirements of the transaction governing documents. Please note that the issues described above did not adversely affect the amounts or timing of payments to investors. We have corrected these errors and revised our processes to ensure that they will not occur in our reporting prospectively.
Item 1123 of Regulation AB: Servicer Compliance Statement
PNC Bank, National Association (successor to National City Bank) has been identified by the registrant as the servicer with respect to the pool assets held by each of National City Credit Card Master Trust and National City Credit Card Master Note Trust. PNC Bank, National Association (successor to National City Bank) provided a statement of compliance (a “Compliance Statement”) for the 12-month period ending December 31, 2010 which has been signed by an authorized officer of PNC Bank, National Association (successor to National City Bank). The Compliance Statement is attached as an exhibit to this Form 10-K.
PART IV
Item 15.
Item 15. Exhibits, Financial Statement Schedules
(a)(1) Not applicable.
(a)(2) Not applicable.
(a)(3) Not applicable.
(b)
The following exhibits are filed as part of this report:
(c) Not applicable.
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 by the undersigned, thereunto duly authorized.
PNC BANK, NATIONAL ASSOCIATION (SUCCESSOR
TO NATIONAL CITY BANK), Servicer
National City Credit Card Master Note Trust
National City Credit Card Master Trust
Date: March 31, 2011 By: /s/ Andrew D. Widner
Name: Andrew D. Widner
Title: Vice President
Exhibit Index
Exhibit
Number
Description
34.1
Attestation Report of PricewaterhouseCoopers LLP on Assessment of Compliance with Servicing Criteria relating to PNC Bank, National Association (successor to National City Bank) (filed herewith)
34.2
Attestation Report of KPMG LLP on Assessment of Compliance with Servicing Criteria relating to The Bank of New York Mellon (formerly The Bank of New York) and BNY Mellon Trust of Delaware (formerly BNYM (Delaware), formerly The Bank of New York (Delaware)) (filed herewith)
Servicer Compliance Statement of PNC Bank, National Association (successor to National City Bank) for the 12-month period ending December 31, 2010 (filed herewith)