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): July 2, 2009
Discover Card Execution Note Trust
(Exact name of issuing entity in respect of the notes as specified in charter)
Discover Card Master Trust I
(Exact name of issuing entity in respect of the Series 2007-CC Collateral Certificate as specified in charter)
Discover Bank
(Exact name of sponsor and depositor as specified in charter)
| Delaware | 333-141703-02 000-23108 033-54804 | 51-0020270 | ||
| (State of Organization) | (Commission File Numbers) | (IRS Employer Identification No.) |
c/o Discover Bank 12 Read’s Way New Castle, Delaware | 19720 | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s Telephone Number, including area code: (302) 323-7434
Former name or former address, if changed since last report: Not Applicable
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | 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 |
Omnibus Amendment. On July 2, 2009, Discover Card Execution Note Trust entered into the Omnibus Amendment to Indenture Supplement and Terms Documents, dated as of July 2, 2009, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee.
Class D(2009-1) Notes. On July 2, 2009, Discover Card Execution Note Trust entered into the Class D(2009-1) Terms Document, dated as of July 2, 2009, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee.
| Item 8.01 | Other Events |
Unregistered Sale of Class D(2009-1) Notes. On July 2, 2009, Discover Card Execution Note Trust sold $598,903,743 principal amount of DiscoverSeries Class D(2009-1) Notes (the “Notes”). The principal amount of the Notes may increase or decrease from time to time and will be reflected on the books and records of U.S. Bank National Association, as Indenture Trustee. The Notes were issued in reliance upon the exemption contained in Section 4(2) of the Securities Act of 1933, as amended. The Notes were sold at par value for cash, with no applicable underwriting discounts or commissions. In connection with this issuance, the investor interest in receivables represented by the collateral certificate issued by the Discover Card Master Trust I that secures the DiscoverSeries Notes was increased by $598,903,743. Discover Card Execution Note Trust paid the net proceeds from the issuance to Discover Bank in exchange for the increase in the investor interest in receivables represented by the collateral certificate.
| Item 9.01 | Exhibit |
Exhibit No. | Description | Page | ||
| 4.1 | Omnibus Amendment to Indenture Supplement and Terms Documents, dated as of July 2, 2009, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee. | |||
| 4.2 | Class D(2009-1) Terms Document, dated as of July 2, 2009, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee. | |||
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 thereunto duly authorized.
| Discover Bank | ||||
(as Depositor for Discover Card Master Trust I and Discover Card Execution Note Trust) | ||||
| Date: July 2, 2009 | By: | /s/ Michael F. Rickert | ||
| Michael F. Rickert | ||||
| Vice President, Chief Financial Officer and Treasurer | ||||
INDEX TO EXHIBIT
Exhibit No. | Description | Page | ||
| 4.1 | Omnibus Amendment to Indenture Supplement and Terms Documents, dated as of July 2, 2009, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee. | |||
| 4.2 | Class D(2009-1) Terms Document, dated as of July 2, 2009, between Discover Card Execution Note Trust, as Issuer, and U.S. Bank National Association, as Indenture Trustee. | |||
