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EX-5.1 - EX-5.1 - AMERICAN EXPRESS RECEIVABLES FINANCING CORP IIy92973exv5w1.htm
EX-8.1 - EX-8.1 - AMERICAN EXPRESS RECEIVABLES FINANCING CORP IIy92973exv8w1.htm
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(D) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 5, 2011
         
AMERICAN EXPRESS
RECEIVABLES
FINANCING
CORPORATION II
  AMERICAN EXPRESS
RECEIVABLES
FINANCING
CORPORATION III LLC
  AMERICAN EXPRESS
RECEIVABLES
FINANCING
CORPORATION IV LLC
(as Originators of the American Express Credit Account Master Trust)
(Exact Name of Registrant as Specified in its Charter)
on behalf of
American Express Credit Account Master Trust
                                 
Delaware
(State or Other
Jurisdiction of
Incorporation
or
Organization)
  333-155765-02
(Commission
File Number)
  13-3854638
(I.R.S.
Employer
Identification
Number)
  Delaware
(State or Other
Jurisdiction of
Incorporation or
Organization)
  333-155765
(Commission File
Number)
  20-0942395
(I.R.S.
Employer
Identification
Number)
  Delaware
(State or Other
Jurisdiction of
Incorporation or
Organization)
  333-155765-01
(Commission
File Number)
  20-0942445
(I.R.S.
Employer
Identification
Number)
         
200 Vesey Street, Room 138
Mail Stop 01-31-12
New York, New York 10285
(212) 640-2000
  4315 South 2700 West, Room 1900
Mail Stop 02-01-50
Salt Lake City, Utah 84184
(801) 945-2550

(Address, Including Zip Code, and Telephone Number,
Including Area Code, of each Registrant’s Principal Executive Offices)
  4315 South 2700 West, Room 1900
Mail Stop 02-01-56
Salt Lake City, Utah 84184
(801) 945-2068
         
N/A
(Former Name or Former Address, if Changed Since
Last Report)
  N/A
(Former Name or Former Address, if Changed Since Last
Report)
  N/A
(Former Name or Former Address, if Changed Since
Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o   Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12)
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

INFORMATION TO BE INCLUDED IN THE REPORT
Item 8.01.   On October 12, 2011, American Express Credit Account Master Trust expects to issue Class A Floating Rate Asset Backed Certificates, Series 2011-1 and Class B Floating Rate Asset Backed Certificates, Series 2011-1 (together, the “Certificates”).
 
    A copy of the opinion of American Express Receivables Financing Corporation II, American Express Receivables Financing Corporation III LLC and American Express Receivables Financing Corporation IV LLC with respect to legality of the Certificates and a copy of the opinion of Orrick, Herrington & Sutcliffe LLP with respect to certain federal tax matters, together with related consents of American Express Receivables Financing Corporation II, American Express Receivables Financing Corporation III LLC and American Express Receivables Financing Corporation IV LLC and Orrick, Herrington & Sutcliffe LLP to the incorporation by reference of such opinions as exhibits to the Registration Statement, are filed as Exhibits to this Report.
Item 9.01.    
  (a)   Not applicable
 
  (b)   Not applicable
 
  (c)   Not applicable
 
  (d)   Exhibits: The following are filed as Exhibits to this Report:
     
Exhibit    
Number    
5.1
  Opinion of American Express Receivables Financing Corporation II, American Express Receivables Financing Corporation III LLC and American Express Receivables Financing Corporation IV LLC with respect to legality.
 
   
8.1
  Opinion of Orrick, Herrington & Sutcliffe LLP with respect to certain tax matters.
 
   
23.1
  Consent of American Express Receivables Financing Corporation II (included in opinion filed as Exhibit 5.1).
 
   
23.2
  Consent of American Express Receivables Financing Corporation III LLC (included in opinion filed as Exhibit 5.1).
 
   
23.3
  Consent of American Express Receivables Financing Corporation IV LLC (included in opinion filed as Exhibit 5.1).
 
   
23.4
  Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion filed as Exhibit 8.1).

 


 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
         
  American Express Receivables Financing
Corporation II,

as originator of the Trust and Co-Registrant
and as Transferor on behalf of the Trust as
Co-Registrant
 
 
  By:   /s/ Anderson Y. Lee    
    Name:   Anderson Y. Lee   
    Title:   President   
 
  American Express Receivables Financing
Corporation III LLC,

as originator of the Trust and Co-Registrant
and as Transferor on behalf of the Trust as
Co-Registrant
 
 
  By:   /s/ Kevin L. Thompson    
    Name:   Kevin L. Thompson   
    Title:   President   
 
  American Express Receivables Financing
Corporation IV LLC,

as originator of the Trust and Co-Registrant
and as Transferor on behalf of the Trust as
Co-Registrant
 
 
  By:   /s/ Denise D. Roberts    
    Name:   Denise D. Roberts   
    Title:   President   

 


 

         
EXHIBIT INDEX
Exhibit 5.1
Opinion of American Express Receivables Financing Corporation II, American Express Receivables Financing Corporation III LLC and American Express Receivables Financing Corporation IV LLC with respect to legality.
Exhibit 8.1
Opinion of Orrick, Herrington & Sutcliffe LLP with respect to certain tax matters.
Exhibit 23.1
Consent of American Express Receivables Financing Corporation II (included in opinion filed as Exhibit 5.1).
Exhibit 23.2
Consent of American Express Receivables Financing Corporation III LLC (included in opinion filed as Exhibit 5.1).
Exhibit 23.3
Consent of American Express Receivables Financing Corporation IV LLC (included in opinion filed as Exhibit 5.1).
Exhibit 23.4
Consent of Orrick, Herrington & Sutcliffe LLP (included in opinion filed as Exhibit 8.1).