ANNUAL CERTIFICATEHOLDERS' STATEMENT --------------------------------------------- PROVIDIAN MASTER TRUST SERIES 1995-2 --------------------------------------------- Pursuant to the Pooling and Servicing Agreement dated as of June 1, 1993 (as amended and supplemented, the "Agreement"), as supplemented by the Series 1995-2 Supplement dated as of June 1, 1995 (as amended and supplemented, the "Series Supplement"), among Providian National Bank ("PNB"), formerly known as First Deposit National Bank, Seller and Servicer, and Bankers Trust Company, Trustee, PNB as Servicer is required to prepare certain information each year regarding current distributions to Senior Certificateholders and the Collateral Interest Holder and the performance of the Providian Master Trust (the "Trust") during the previous year. The information which is required to be prepared for the Series 1995-2 Certificates with respect to the year ended December 31, 1997 and with respect to the performance of the Trust during 1997 is set forth below. Certain of the information is presented on the basis of an original principal amount of $1,000 per Investor Certificate. Certain other information is presented based on the aggregate amounts for the Trust as a whole. Capitalized terms used in this Certificate have their respective meanings set forth in the Agreement or Series Supplement, as applicable. A) Information Regarding the 1997 Distribution for the Series 1995-2 Senior Certificates (stated on the basis of $1,000 original certificate principal amount) (1) The total amount distributed to Senior Certificateholders per $1,000 original certificate principal amount.......................$60.500000 (2) The amount set forth in A(1) above distributed to Senior Certificateholders with respect to interest per $1,000 original certificate principal amount................................$60.500000 (3) The amount set forth in A(1) above distributed to Senior Certificateholders with respect to principal per $1,000 original certificate principal amount.................................$0.000000 B) Information Regarding the Performance of the Trust (1) Allocation of Receivables Collections to the Series 1995-2 Certificates (a) The aggregate amount of Finance Charge Receivables collected during 1997.....................................$1,159,459,303.78 (b) The aggregate amount of Interchange collected and allocated to the Trust during 1997..............................$22,871,972.00 (c) The aggregate amount of Principal Receivables collected during 1997............................................$4,858,934,259.32 (d) The weighted average Floating Allocation Percentage with respect to the Series 1995-2 Certificates for 1997.............10.016706% (e) The weighted average Principal Allocation Percentage with respect to the Series 1995-2 Certificates for 1997.............10.002452% (f) The Finance Charge Receivables and Interchange collected and allocated to the Series 1995-2 Certificates for 1997..............................................$118,430,649.38 (g) The Principal Receivables collected and allocated to the Series 1995-2 Certificates for 1997......................$486,012,552.61 (2) Available Finance Charge Collections and Reallocated Principal Collections for Series 1995-2 for 1997 (a) The Finance Charge Receivables and Interchange collected and allocated to the Series 1995-2 Certificate........$118,430,649.38 (b) Collection Account and Special Funding Account investment earnings allocated to the Series 1995-2 Certificates..........................................$603,548.52 (c) Principal Funding Account Investment Proceeds...............$0.00 (d) Reserve Account withdrawals.................................$0.00 (e) Additional Finance Charges from other Series allocated to the Series 1995-2 Certificates..........................$1,923,072.62 (f) Payments, if any, on deposit as of the Determination Date received from any Interest Rate Protection Agreements.......$0.00 (g) Reallocated Principal Collections...........................$0.00 (h) Total Available Finance Charge Collections and Reallocated Principal Collections for Series 1995-2 (total of (a), (b), (c), (d), (e), (f) and (g) above)......................$120,957,270.52 (3) Available Principal Collections for Series 1995-2 for 1997 (a) The Principal Receivables collected and allocated to the Series 1995-2 Certificates...............................$486,012,552.61 (b) Shared Principal Collections from other Series allocated to the Series 1995-2 Certificates.........................$42,881,137.01 (c) Additional amounts to be treated as Available Principal Collections pursuant to the Series Supplement......$44,708,389.79 (d) Reallocated Principal Collections...........................$0.00 (e) Available Principal Collections for Series 1995-2 (total of (a), (b) and (c) minus (d) above)......................$573,602,079.41 (4) Delinquent Balances in the Trust The aggregate outstanding balance of the Accounts which were delinquent as of the close of business on the last day of 1997 (a) 31-60 days $90,462,505 (b) 61-90 days 58,423,393 (c) 91 or more days 106,751,927 ----------- (d) Total Delinquencies $255,637,825 (5) Defaulted Amount (a) The aggregate amount of Defaulted Receivables with respect to the Trust for 1997....................................$496,663,565.73 (b) The aggregate amount of Recoveries of Defaulted Receivables processed during 1997..............................$49,915,967.82 (c) The Defaulted Amount for 1997 [Defaulted Receivables minus Recoveries].......................................$446,747,597.91 (d) The Defaulted Amount for 1997 allocable to the Series 1995-2 Certificates (the "Series 1995-2 Defaulted Amount")...........................................$44,708,389.78 (e) The Senior Defaulted Amount for 1997...............$36,213,795.73 (6) Senior Charge-Offs (a) The excess, if any, of the Senior Defaulted Amount over the sum of (i) Available Finance Charge Collections applied to such Senior Defaulted Amount, (ii) Reallocated Principal Collections and (iii) the amount by which the Collateral Invested Amount has been reduced in respect of such Senior Defaulted Amount (a "Senior Charge-Off") for 1997...............................$0.00 (b) The amount of the Senior Charge-Off set forth in item 6(a) above, per $1,000 original certificate principal amount (which will have the effect of reducing, pro rata, the amount of each Senior Certificateholder's investment) for 1997................$0.000000 (c) The total amount reimbursed in respect of Senior Charge-Offs for 1997........................................................$0.00 (d) The amount set forth in item 6(c) above per $1,000 original certificate principal amount (which will have the effect of increasing, pro rata, the amount of each Senior Certificateholder's investment) for 1997................$0.000000 (e) The amount, if any, by which the outstanding principal balance of the Senior Certificates exceeds the Senior Invested Amount as of the last Distribution Date of 1997, after giving effect to all deposits, withdrawals and distributions on such Distribution Date of 1997.....................................................$0.00 (7) Reductions in the Collateral Interest (a) The excess, if any, of the Collateral Defaulted Amount over Available Finance Charge Collections applied to such Collateral Defaulted Amount on the last Distribution Date of 1997........................................................$0.00 (b) The amount by which the Collateral Invested Amount has been reduced on the last Distribution Date of 1997 in respect of Reallocated Principal Collections...........................$0.00 (c) The amount by which the Collateral Invested Amount has been reduced on the last Distribution Date of 1997 in respect of the unpaid Required Amount......................................$0.00 (d) The total amount by which the Collateral Invested Amount has been reduced on the last Distribution Date of 1997 as set forth in items 7(a), (b) and (c).....................................$0.00 (e) The total amount reimbursed on the last Distribution Date of 1997 in respect of reductions in the Collateral Invested Amount on prior Distribution Dates....................................$0.00 (f) The amount, if any, by which the outstanding principal balance of the Collateral Interest exceeds the Collateral Invested Amount as of the last Distribution Date of 1997, after giving effect to all deposits, withdrawals and distributions on the last Distribution Date of 1997................................................$0.00 (8) Investor Monthly Servicing Fee The amount of the Series 1995-2 Monthly Servicing Fee payable to the Servicer during 1997.....................................$9,625,000.00 (9) Senior Monthly Interest (a) Senior Monthly Interest payable during 1997.........$26,952,750.00 (10) Principal Funding Account Amount (a) The amount on deposit in the Principal Funding Account on the last Distribution Date of 1997, after giving effect to all deposits, withdrawals and distributions on such Distribution Date........................................................$0.00 (b) Deposits to the Principal Funding Account are currently scheduled to commence on the Distribution Date occurring in January, 1998. (The initial funding date for the Principal Funding Account may be modified in certain circumstances in accordance with the terms of the Series Supplement.) (11) Deficit Controlled Accumulation Amount The Deficit Controlled Accumulation Amount for the last Distribution Date of 1997, after giving effect to all deposits, withdrawals and distributions on such Distribution Date..........................$0.00 (12) Reserve Account (a) The amount on deposit in the Reserve Account on the last Distribution Date of 1997, after giving effect to all deposits, withdrawals and distributions on such Distribution Date and the related Transfer Date...............................$1,670,625.00 (b) The Required Reserve Account Amount (which may vary in accordance with the terms of the Series Supplement) is currently calculated to be...............................................$1,670,625.00 (c) Deposits to the Reserve Account commenced on the Distribution Date occurring in December, 1997. (The initial funding date for the Reserve Account may be modified in certain circumstances in accordance with the terms of the Series Supplement.) C) Senior Invested Amount (1) The Senior Invested Amount on the date of issuance (the "Senior Initial Invested Amount")..............................$445,500,000.00 (2) The Senior Invested Amount on the last Distribution Date in 1997, after giving effect to all deposits, withdrawals and distributions on such Distribution Date.................................$445,500,000.00 (3) The Pool Factor for the last Distribution Date of 1997 (which represents the ratio of the Senior Invested Amount as of such Distribution Date, after giving effect to any adjustment in the Senior Invested Amount on such Distribution Date, to the Senior Initial Invested Amount). The amount of a Senior Certificateholder's pro rate share of the Senior Invested Amount can be determined by multiplying the original denomination of the Senior Certificateholder's Certificate by the Pool Factor................................1.000000 D) Collateral Invested Amount (1) The Collateral Invested Amount on the date of issuance...............................................$104,500,000.00 (2) The Collateral Invested Amount on the last Distribution Date of 1997, after giving effect to all deposits, withdrawals and distributions on such Distribution Date.................................$104,500,000.00 (3) The Collateral Invested Amount as a percentage of the sum of the Collateral Invested Amount and the Senior Invested Amount on such Distribution Date...............................................19.00% E) Receivables Balances (1) The aggregate amount of Principal Receivables in the Trust at the close of business on the last day of 1997...............$5,801,095,181 (2) The aggregate amount of Finance Charge Receivables in the Trust at the close of business on the last day of 1997.................$119,933,174 F) Annualized Percentages (1) The average Gross Yield for 1997 (sum of the monthly Gross Yields divided by 12)..................................................21.99% (2) The average Net Loss Rate for 1997 (sum of monthly Net Loss Rates divided by 12)...................................................8.13% (3) The average Portfolio Yield for 1997 (the average Gross Yield minus the average Net Loss Rate for 1997).............................13.86% (4) The average Base Rate for 1997 (sum of monthly Base Rates divided by 12)..............................................................8.07% (5) The average Net Spread for 1997 (the average Portfolio Yield minus the average Base Rate for 1997.......................................5.79% (6) The average Monthly Payment Rate for 1997 (sum of monthly Payment Rates divided by 12).............................................8.99% G) Series 1995-2 Information for the Last Three Distribution Dates in 1997 1) Gross Yield a) 12/15/97 19.20% b) 11/17/97 22.88% c) 10/15/97 24.01% 2) Net Loss Rate a) 12/15/97 7.57% b) 11/17/97 8.58% c) 10/15/97 7.62% 3) Net Spread (Portfolio Yield Minus Base Rate) a) 12/15/97 3.65% b) 11/17/97 6.14% c) 10/15/97 8.34% Three Month Average 6.04% 4) Monthly Payment Rate a) 12/15/97 8.29% b) 11/17/97 9.61% c) 10/15/97 9.53% PROVIDIAN NATIONAL BANK, Servicer /s/ Daniel Sanford By: _________________________________ Name: Daniel Sanford Title: Vice President and Controller