Attached files
| file | filename |
|---|---|
| EX-8.1 - EX-8.1 - AMERICAN EXPRESS RECEIVABLES FINANCING CORP II | y93393exv8w1.htm |
| EX-5.1 - EX-5.1 - AMERICAN EXPRESS RECEIVABLES FINANCING CORP II | y93393exv5w1.htm |
Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(D) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 10, 2011
| AMERICAN EXPRESS | AMERICAN EXPRESS | AMERICAN EXPRESS | ||
| RECEIVABLES | RECEIVABLES | RECEIVABLES | ||
| FINANCING | FINANCING | FINANCING | ||
| CORPORATION II | CORPORATION III LLC | 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 | 333-155765-02 | 13-3854638 | Delaware | 333-155765 | 20-0942395 | Delaware | 333-155765-01 | 20-0942445 | ||||||||
| (State or Other | (Commission | (I.R.S. | (State or Other | (Commission File | (I.R.S. | (State or Other | (Commission | (I.R.S. | ||||||||
| Jurisdiction of | File Number) | Employer | Jurisdiction of | Number) | Employer | Jurisdiction of | File Number) | Employer | ||||||||
| Incorporation | Identification | Incorporation or | Identification | Incorporation or | Identification | |||||||||||
| or | Number) | Organization) | Number) | Organization) | Number) | |||||||||||
| Organization) |
| 200 Vesey Street, Room 138 | 4315 South 2700 West, Room 1900 | 4315 South 2700 West, Room 1900 | ||
| Mail Stop 01-31-12 | Mail Stop 02-01-50 | Mail Stop 02-01-56 | ||
| New York, New York 10285 | Salt Lake City, Utah 84184 | Salt Lake City, Utah 84184 | ||
| (212) 640-2000 | (801) 945-2550 | (801) 945-2068 |
(Address, Including Zip Code, and Telephone Number,
Including Area Code, of each Registrant’s Principal Executive Offices)
Including Area Code, of each Registrant’s Principal Executive Offices)
| N/A | N/A | N/A | ||
| (Former Name or Former Address, if Changed Since | (Former Name or Former Address, if Changed Since Last | (Former Name or Former Address, if Changed Since | ||
| Last Report) | Report) | 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))
TABLE OF CONTENTS
Table of Contents
INFORMATION TO BE INCLUDED IN THE REPORT
| Item 8.01. | On November 17, 2011, American Express Credit Account Master Trust expects to issue Class A Floating Rate Asset Backed Certificates, Series 2011-2 and Class B Floating Rate Asset Backed Certificates, Series 2011-2 (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). |
Table of Contents
| Exhibit | ||
| Number | ||
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). |
Table of Contents
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 | |||
Table of Contents
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).