People's Credit Card Master Trust

             Independent Accountants' Report on Management's Report
                 on People's Bank's Compliance with Article IV,
               Section 4.2 of the Pooling and Servicing Agreement

                          Year ended December 31, 1997


                        Independent Accountants' Report

People's Bank
850 Main Street
Bridgeport, Connecticut 06604

Bankers Trust Company
Attn: Mr. Louis Bodi
Four Albany Street, 10th Floor
New York, New York 10006

Gentlemen:

We have examined the assertion made by the management of People's Bank
("People's") in the accompanying management report entitled Management Report
on People's Bank Compliance with Article IV, Section 4.2 of the Pooling and 
Servicing Agreement that, as of December 31, 1997, People's was in compliance
with the provisions set forth in Article IV, Section 4.2 of the Amended and
Restated Pooling and Servicing Agreement dated March 18, 1997 (as heretofore 
amended, supplemented or otherwise modified), including the applicable 
supplements dated February 1, 1994, October 1, 1994, March 1, 1995, 
July 1, 1996, March 18, 1997 and September 1, 1997 (collectively, the "Pooling 
and Servicing Agreement") between Bankers Trust Company, as trustee, and 
People's as servicer.  Management is responsible for People's compliance with 
those requirements.  Our responsibility is to express an opinion on 
management's assertion about People's compliance based on our examination.

Our examination was made in accordance with standards established by the 
American Institute of Certified Public Accountants and, accordingly, included
examining, on a test basis, evidence about People's compliance with the
aforementioned provisions and performing such other procedures as we 
considered necessary in the circumstances. We believe that our examination 
provides a reasonable basis for our opinion.  Our examination does not provide
a legal determination on People's compliance with those provisions.

In our opinion, management's assertion that People's was in compliance with
the aforementioned provisions of Article IV, Section 4.2 of the Pooling and
Servicing Agreement as of December 31, 1997 is fairly stated, in all
material respects.

/s/ KPMG Peat Marwick LLP
March 13, 1998