UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant
to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported) |
| December 29, 2008 |
GE Capital Credit Card Master Note Trust
RFS Holding, L.L.C.
GE Money Bank
(Exact Name of Issuing Entity, Depositor/Registrant and Sponsor
as Specified in their respective Charters)
Delaware
(State or Other Jurisdiction of Incorporation of Issuing Entity and Registrant)
333-107495 333-107495-02 |
| 57-1173164 (RFS Holding, L.L.C.) |
(Commission File Numbers for Registrant |
| (Registrants’ I.R.S. Employer Identification Nos. |
777 Long Ridge Road Building B, 3rd Floor |
| 06927 |
(Address of Principal Executive Offices) |
| (Zip Code) |
(203) 585-6669 |
(Registrant’s Telephone Number, Including Area Code) |
Not Applicable |
(Former Name or Former Address, if Changed Since Last Report) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: |
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01. Entry into Material Definitive Agreements.
On December 29, 2008, GE Money Bank and RFS Holding, L.L.C. entered into the Designation of Removed Accounts and Fifth Amendment to Receivables Sale Agreement, a copy of which is filed with this Form 8-K as Exhibit 4.1, pursuant to which GE Money Bank and RFS Holding, L.L.C. amended certain provisions of the Receivables Sale Agreement, dated as of June 27, 2003, between GE Money Bank and RFS Holding, L.L.C.
On December 29, 2008, RFS Holding, L.L.C. and GE Capital Credit Card Master Note Trust (the “Trust”) entered into the Reassignment of Receivables in Removed Accounts and Seventh Amendment to Transfer Agreement, a copy of which is filed with this Form 8-K as Exhibit 4.2, pursuant to which RFS Holding, L.L.C. and the Trust amended certain provisions of the Transfer Agreement, dated as of September 25, 2003, between RFS Holding, L.L.C. and the Trust.
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Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits.
Exhibit No. |
| Document Description |
|
|
|
4.1 |
| Designation of Removed Accounts and Fifth Amendment to Receivables Sale Agreement, dated as of December 29, 2008, between GE Money Bank and RFS Holding, L.L.C. |
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4.2 |
| Reassignment of Receivables in Removed Accounts and Seventh Amendment to Transfer Agreement, dated as of December 29, 2008, between GE Capital Credit Card Master Note Trust and RFS Holding, L.L.C. |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
December 30, 2008 | RFS Holding, L.L.C., as depositor | ||
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| By: | /s/ David Schulz | |
| Name: | David Schulz | |
| Title: | Vice President | |
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