1
                              OFFICER COMPENSATION

                                    [NAME]
                                 APRIL 21, 1997



                                                                              
Performance Options                                                              <Total>
Exercise Price                                                                   $29.625


The options are exercisable one-third on January 1 after the year MBNA's net
income after tax is $1 Billion and one-third on January 1 of each of the next
two years.

Additional terms are included in the 1997 Long Term Incentive Plan and the
Policies adopted for its administration.  Copies may be obtained from the
Compensation Department.