Item 1. Business
Omitted.
Item 2.
Item 2. Properties
Pursuant to the Agreement, JPMorgan Chase Bank, National Association and Chase Bank USA, National Association have transferred to the Trust from time to time the receivables (the "Receivables") arising in certain designated credit card accounts.
The aggregate Investor Default Amount for the year ended December 31, 2004 was $1,909,686,530.80. There were no Investor Charge-offs for the same period. As of December 31, 2004 Accounts designated for the Master Trust having an aggregate balance of $469,675,762.37, or 1.34% of all Receivables, were delinquent 30 - 60 days; Accounts having an aggregate balance of $369,455,121.45, or 1.05% of all Receivables, were delinquent 60 - 90 days; and Accounts having an aggregate balance of $736,672,721.02, or 2.10% of all Receivables, were delinquent 90 days or more.
The aggregate amount of interest distributions made to the Securityholders for the year ended December 31, 2004 was $635,540,799.51. The aggregate amount of principal distributions made to the Securityholders for the year ended December 31, 2004 was $5,620,671,761.86.
Item 3.
Item 3. Legal Proceedings
The registrant knows of no material pending legal proceedings with respect to the Trust, the Trustee, JPMorgan Chase Bank, National Association or Chase Bank USA, National Association.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders
None.
Part II
Item 5.
Item 5. Market for Registrant's Common Equity and Related Stockholders Matters and Issuer Purchases of Equity Securities.
To the knowledge of the registrant, the Certificates (other than the Owner Trust Series) are traded in the over-the-counter market to a limited extent.
As of December 31, 2004, all of the Certificates (other than the Owner Trust Series) were registered in the name of CEDE and Co. The registrant understands that CEDE and Co. is the nominee for the Depository Trust Company ("DTC"). The registrant further understands that DTC has no knowledge of the actual beneficial owners of such Certificates held of record by CEDE & Co., and that DTC knows only the identity of the participants to whose accounts such Certificates are credited, who may or may not be the beneficial owners of such Certificates. The Commission has concurred with the registrant's position that the registrant may consider holders of interests in the DTC System or DTC participants to be "holders of record" and the following information is presented on that basis:
Series No. of Holders ------ -------------- 1996-2 54 1996-3 40 2000-1 1 2000-3 1 2001-1 1 2001-2 1 2001-4 1 2001-6 1 2002-1 1 2002-2 1 2002-3 1 2002-4 1 2002-5 1 2002-6 1 2002-7 1 2002-8 1 2003-1 1 2003-2 1 2003-3 1 2003-4 1 2003-5 1 2003-6 1 2004-1 1 2004-2 1
Item 6.
Item 6. Selected Financial Data
Omitted.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Omitted.
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Not applicable.
Item 8.
Item 8. Financial Statements and Supplementary Data
Omitted.
Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A.
Item 9A. Controls and Procedures
None.
Item 9B.
Item 9B. Other Information
None.
Part III
Item 10.
Item 10. Directors and Executive Officers of the Registrant
Omitted.
Item 11.
Item 11. Executive Compensation
Omitted.
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management
The records of DTC indicate that as of December 31, 2004, there were the following holders of record with more than 5% of each class of Certificates:
Item 13.
Item 13. Certain Relationships and Related Transactions
Omitted.
Item 14.
Item 14. Principal Accounting Fees and Services
Omitted.
Part IV
Item 15.
Item 15. Exhibits, Financial Statement Schedules
(a) The following documents are filed as part of this Annual Report on Form 10-K.
(3) Exhibit Number Description -------------- -----------
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
99.1 Annual Servicer's Certificate pursuant to Section 3.05 of the Agreement.
99.2 Management Report on Internal Controls.
99.3 Annual Independent Accountants Report pursuant to Section 3.06 of the Agreement.
(b) See item 15(a)(3) above.
(c) 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.
Dated: March 30, 2005
Chase Credit Card Master Trust
Chase Bank USA, National Association, as Depositor and Servicer
By: /s/ Patricia M. Garvey -------------------------------- Name: Patricia M. Garvey Title: Vice President
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.
No annual report, proxy statement, form of proxy or other proxy soliciting material has been sent to Certificateholders during the period covered by this Annual Report on Form 10-K and the registrant does not intend to furnish such materials to Certificateholders subsequent to the filing of this report.
INDEX TO EXHIBITS
Exhibit Number: Description: - --------------- ------------
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
99.1 Annual Servicer's Certificate pursuant to Section 3.05 of the Agreement.
99.2 Management Report on Internal Controls.
99.3 Annual Independent Accountants Report pursuant to Section 3.06 of the Agreement.