As filed with the Securities and Exchange Commission
on July 6, 1998
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR 12(g) OF THE
SECURITIES EXCHANGE ACT OF 1934
CHEVY CHASE BANK, F.S.B. CCB HOLDING CORPORATION
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(Exact name of registrants as specified in their charters)
United States 52-0897004 Delaware 52-0361930
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(State of (I.R.S. Employer (State of (I.R.S. Employer
incorporation or Identification incorporation or Identification
organization) Number) organization) Number)
8401 Connecticut Avenue 913 North Market Street, Suite 405
Chevy Chase, Maryland 20815 Wilmington, Delaware 19801
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(Address of principal executive (Address of principal executive
offices, including Zip Code) offices, including Zip Code)
If this form relates to the If this form relates to the
registration of a class of securities registration of a class of securities
pursuant to Section 12(b) of the pursuant to Section 12(g) of the
Exchange Act and is effective Exchange Act and is effective
pursuant to General Instruction pursuant to General Instruction
A.(c), please check the following A.(d), please check the following
box. [_] box. [X]
Securities Act registration statement file number to which this form relates:
333-14779
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Securities to be registered pursuant to Section 12(b) of the Act: None
Securities to be registered pursuant to Section 12(g) of the Act:
Chevy Chase Master Credit Card Trust II
Class A Floating Rate Asset Backed Certificates, Series 1998-A
Class B Floating Rate Asset Backed Certificates, Series 1998-A
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(Title of Class)
An Index to Exhibits begins on page 5
INFORMATION REQUIRED IN REGISTRATION STATEMENT
ITEM 1. DESCRIPTION OF REGISTRANTS' SECURITIES TO BE REGISTERED.
The description of the Class A Floating Rate Asset Backed Certificates and Class
B Floating Rate Asset Backed Certificates appearing under the captions entitled:
"Summary of Series Terms," "Risk Factors," "Maturity Considerations," "The
Receivables," "Series Provisions," and "Certain Federal Income Tax Consequences"
in the Prospectus Supplement dated June 11, 1998 and "Prospectus Summary," "Risk
Factors," "The Receivables," "Description of the Certificates," "Certain Legal
Aspects of the Receivables," "Certain Federal Income Tax Consequences" and
"ERISA Considerations" in the Prospectus, dated June 5, 1998 (the Prospectus and
the Prospectus Supplement are incorporated herein by reference as Exhibit 4.13).
ITEM 2. EXHIBITS.
Exhibit 4.1 -- Pooling and Servicing Agreement (relating to Chevy Chase Master
Credit Card Trust II), dated as of June 1, 1995 (the "Trust II
Pooling and Servicing Agreement") (incorporated by reference to
Exhibit 4.10 in the Form 8-A filed by the Registrants with the
Securities and Exchange Commission on July 17, 1995).
Exhibit 4.2 -- First Amendment, dated as of March 28, 1996, to the Trust II
Pooling and Servicing Agreement (incorporated by reference to
Exhibit 4.5 in the Form 8-K filed by Chevy Chase Master
Credit Card Trust II with the Securities and Exchange
Commission on August 21, 1996).
Exhibit 4.3 -- Second Amendment, dated as of July 1, 1996, to the Trust II
Pooling and Servicing Agreement (incorporated by reference to
Exhibit 4.6 in the Form 8-K filed by Chevy Chase Master
Credit Card Trust II with the Securities and Exchange
Commission on August 21, 1996).
Exhibit 4.4 -- Third Amendment, dated as of June 26, 1997, to the Trust II
Pooling and Servicing Agreement (incorporated by reference to
Exhibit 4.13 in the Form 8-K filed by Chevy Chase Master Credit
Card Trust II with the Securities and Exchange Commission on
June 8, 1998).
Exhibit 4.5 -- Fourth Amendment, dated as of June 18, 1998, to the Trust II
Pooling and Servicing Agreement.
Exhibit 4.6 -- Receivables Purchase Agreement, dated as of June 1, 1995
(incorporated by reference to Exhibit 4.12 in the Form 8-A
filed by the Registrants with the Securities and Exchange
Commission on July 17, 1995).
Exhibit 4.7 -- First Amendment to Receivables Purchase Agreement, dated as of
June 26, 1997, relating to the Trust II Pooling and Servicing
Agreement (incorporated by reference to Exhibit 4.14 in the
Form 8-K filed by the Registrants with the Securities and
Exchange Commission on June 8, 1998).
Exhibit 4.8 -- Series 1995-A Supplement to the Trust II Pooling and Servicing
Agreement, dated as of June 1, 1995 (incorporated by
reference to Exhibit 4.11 in the Form 8-A filed by the
Registrants with the Securities and Exchange Commission on
July 17, 1995).
Exhibit 4.9 -- Series 1995-C Supplement to the Trust II Pooling and Servicing
Agreement, dated as of December 1, 1995 (incorporated by
reference to Exhibit 4.3 in the Form 8-A filed by the
Registrants with the Securities and Exchange Commission on
January 11, 1996).
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Exhibit 4.10 -- Series 1996-A Supplement to the Trust II Pooling and Servicing
Agreement, dated as of September 1, 1996 (incorporated by
reference to Exhibit 4.7 in the Form 8-A filed by the
Registrants with the Securities and Exchange Commission on
October 31, 1996).
Exhibit 4.11 -- Series 1996-C Supplement to the Trust II Pooling and Servicing
Agreement, dated as of December 1, 1996 (incorporated by
reference to Exhibit 4.8 in the Form 8-A filed by the
Registrants with the Securities and Exchange Commission on
January 9, 1997).
Exhibit 4.12 -- Series 1998-A Supplement to the Trust II Pooling and Servicing
Agreement, dated as of June 1, 1998.
Exhibit 4.13 -- Prospectus Supplement, dated June 11, 1998, together with the
Prospectus, dated June 5, 1998 (as filed with the Securities
and Exchange Commission on June 12, 1998, pursuant to
Rule 424(b)(5), which filing is incorporated herein by
reference).
Exhibit 5.1 -- Specimen certificates representing Class A Floating Rate Asset
Backed Certificates, Series 1998-A and Class B Floating Rate
Asset Backed Certificates, Series 1998-A.
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of
1934, as amended, the Registrants have duly caused this Form 8-A to be signed
on their behalf by the undersigned, thereto duly authorized.
CHEVY CHASE BANK, F.S.B.
By: /s/ Joel A. Friedman
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Name: Joel A. Friedman
Title: Senior Vice President
and Controller
CCB HOLDING CORPORATION
By: /s/ Mark A. Holles
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Name: Mark A. Holles
Title: Vice President
Dated: July 6, 1998
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INDEX TO EXHIBITS
Exhibits
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Exhibit 4.5 Fourth Amendment, dated as of June 18, 1998, to the
Trust II Pooling and Servicing Agreement.
Exhibit 4.12 Series 1998-A Supplement to the Trust II
Pooling and Servicing Agreement, dated as of
June 1, 1998.
Exhibit 5.1 Specimen certificates representing Class A
Floating Rate Asset Backed Certificates,
Series 1998-A and Class B Floating Rate Asset
Backed Certificates, Series 1998-A.
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