People's Credit Card Master Trust

       Independent Accountants' Report on Management's Assertion Concerning
              Internal Control Over Financial Reporting for the
               Credit Card Services Division of People's Bank

            
                         Independent Accountants' Report

People's Bank
850 Main Street
Bridgeport, Connecticut 06604

Bankers Trust Company
Four Albany Street
New York, New York 10006


We have examined the assertion made by the management of People's Bank 
("People's") that its Credit Card Services division (which includes the 
accounts transferred to and serviced for the People's Bank Credit Card Master
Trust) maintained effective internal control over financial reporting as of 
December 31, 1998 that was sufficient for the prevention and detection of 
errors and fraud in amounts that would be material to People's consolidated 
financial statements.  This assertion is included in the accompanying report
entitled Management Report on Internal Control Over Financial Reporting for 
the Credit Card Services Division of People's Bank.

Our examination was made in accordance with standards established by the
American Institute of Certified Public Accountants and, accordingly, included 
obtaining an understanding of the internal control over financial
reporting, testing, and evaluating the design and operating effectiveness of
the internal control, and such other procedures as we considered
necessary in the circumstances.  We believe that our examination provides a 
reasonable basis for our opinion.

Because of the inherent limitations in any internal control, errors
or fraud may occur and not be detected.  Also, projections of any
evaluation of the internal control over financial reporting to future periods 
are subject to the risk that the internal control may become inadequate because
of changes in conditions, or that the degree of compliance with the policies
or procedures may deteriorate.

In our opinion, management's assertion that the Credit Card Services division 
of People's maintained effective internal control over financial reporting as
of December 31, 1998 that was sufficient for the prevention and detection
of errors and fraud in amounts that would be material to People's
consolidated financial statements is fairly stated, in all material respects, 
based upon criteria described in Internal Control - Integrated Framework 
issued by the Committee of Sponsoring Organizations of the Treadway Commission.

/s/ KPMG LLP
March 18, 1999