-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, RHp7TPTFU+scKqahHqU1YkFueqxlmcNHiBGqYOvpCRYaknW7AFnR2n8JtKcJIkfr /cjfwGL6+aY8r2tHBKYAmQ== 0001104659-07-021213.txt : 20070321 0001104659-07-021213.hdr.sgml : 20070321 20070321171526 ACCESSION NUMBER: 0001104659-07-021213 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 9 CONFORMED PERIOD OF REPORT: 20061230 FILED AS OF DATE: 20070321 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Target Credit Card Master Trust CENTRAL INDEX KEY: 0001337063 IRS NUMBER: 411844836 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-127864-02 FILM NUMBER: 07709757 BUSINESS ADDRESS: STREET 1: 1000 NICOLLET MALL STREET 2: SUITE 3136 CITY: MINNEAPOLIS STATE: MN ZIP: 55403 BUSINESS PHONE: 612-696-3102 MAIL ADDRESS: STREET 1: 1000 NICOLLET MALL STREET 2: SUITE 3136 CITY: MINNEAPOLIS STATE: MN ZIP: 55403 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Target Credit Card Owner Trust 2005-1 CENTRAL INDEX KEY: 0001337185 IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-127864-01 FILM NUMBER: 07709755 BUSINESS ADDRESS: STREET 1: 1000 NICOLLET MALL, SUITE 3136 CITY: MINNEAPOLIS STATE: MN ZIP: 55403 BUSINESS PHONE: 612-696-3102 MAIL ADDRESS: STREET 1: 1000 NICOLLET MALL, SUITE 3136 CITY: MINNEAPOLIS STATE: MN ZIP: 55403 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TARGET RECEIVABLES CORP CENTRAL INDEX KEY: 0000946115 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 411812153 STATE OF INCORPORATION: MN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-26930 FILM NUMBER: 07709756 BUSINESS ADDRESS: STREET 1: 1000 NICOLLET MALL STREET 2: 31ST FLOOR STE 3136 CITY: MINNEAPOLIS STATE: MN ZIP: 55403 BUSINESS PHONE: 6123706530 MAIL ADDRESS: STREET 1: 1000 NICOLLET MALL STREET 2: 31ST FLOOR STE 3136 CITY: MINNEAPOLIS STATE: MN ZIP: 55403 FORMER COMPANY: FORMER CONFORMED NAME: DAYTON HUDSON RECEIVABLES CORP DATE OF NAME CHANGE: 19950602 10-K 1 a07-6034_110k.htm 10-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-K

 

(Mark One)

 

x   ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

For the fiscal year ended December 30, 2006

 

o   TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Commission file number  333-127864-01

 

TARGET CREDIT CARD MASTER TRUST

(Issuing Entity for the Certificates)

 

TARGET CREDIT CARD OWNER TRUST 2005-1

(Issuing Entity for the Notes)

(Exact name of registrant as specified in its charter)

 

TARGET RECEIVABLES CORPORATION

(Depositor into the Issuing Entity for the Certificates)

 

Minnesota

 

41-1812153

(State or Other Jurisdiction

 

(I.R.S. Employer Identification No.)

of Incorporation or Organization)

 

 

 

Target Receivables Corporation

 

 

1000 Nicollet Mall, 31st Floor, Suite 3136

 

 

Minneapolis, Minnesota

 

55403

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  612/696-3102

Securities registered pursuant to Section 12(b) of the Act:       None

Securities registered pursuant to Section 12(g) of the Act:

 

Floating Rate Class A Asset Backed Notes, Series 2005-1

(Title of Class)

 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes   o       No   x

 

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.

Yes   o       No   x

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the last 90 days:

Yes   x       No   o

 

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of  registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendments to this Form 10-K.

NOT APPLICABLE

 

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.  See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.             (Check one):

Large accelerated filer       o              Accelerated filer       o              Non-accelerated filer       x

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes   o       No   x

 

State the aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which the common equity was last sold, or the average bid and asked prices of such common equity, as of the last business day of the registrant’s most recently completed second fiscal quarter.

 

The registrant has no voting or non-voting common equity outstanding as of the date of this report.

 


 

DOCUMENTS INCORPORATED BY REFERENCE

 

None

 


 

PART I

 

Item 1.                                                           Business.

 

Target Credit Card Master Trust (the “Trust”) was formed pursuant to a Pooling and Servicing Agreement dated as of September 13, 1995 (as amended, modified or supplemented, the “Pooling and Servicing Agreement”), by and among Target National Bank, as servicer (the “Servicer”), Target Receivables Corporation, as transferor (the “Transferor”), and Wells Fargo Bank, National Association, as trustee (the “Trustee”).  The Trust’s only business is to act as a passive conduit to permit investments in a pool of the Transferor’s consumer receivables generated by open-end credit card accounts owned by the Servicer.

 

Target Credit Card Owner Trust (the “Owner Trust”) was formed as a statutory trust under the laws of the State of Delaware pursuant to an Amended and Restated Trust Agreement, dated as of November 4, 2005 (as amended, modified or supplemented, the “Trust Agreement”), by and between Target Receivables Corporation, as depositor (the “Depositor”) and Wilmington Trust Company, as owner trustee (the “Owner Trustee”).  The Owner Trust’s only business is to act as a passive conduit to permit investments in its assets which are comprised primarily of a collateral certificate representing an interest in the assets of the Trust.

 

Target Receivables Corporation was formed in Minnesota on May 15, 1995 and is a wholly-owned subsidiary of a corporation that is wholly-owned by Target Corporation.  Target Receivables Corporation is the Transferor of the receivables to the Trust, the Depositor of the collateral certificate into the Owner Trust, and the administrator of the Owner Trust.

 

Item 1A.                                                  Risk Factors.

 

Not applicable.

 

Item 1B.                                                  Unresolved Staff Comments.

 

None.

 

Item 2.                                                           Properties.

 

The assets of the Owner Trust (the “Owner Trust Assets”) include the collateral certificate, representing an interest in the assets of the Trust, and the Note distribution account.

 

The assets of the Trust (the “Trust Assets”) include a portfolio of receivables (the “Receivables”) generated from time to time in a portfolio of consumer open-end credit card accounts (the “Accounts”), funds collected or to be collected in respect of the Receivables, monies on deposit in certain accounts of the Trust, any participation interests included in the Trust, funds collected or to be collected with respect to such participation interests and any enhancement with respect to a

 


 

particular series or class.  The Trust Assets are expected to change over the life of the Trust as receivables in consumer open-end credit card accounts and other open-end credit accounts and related assets are included in the Trust and as Receivables in Accounts included in the Trust are charged-off or removed.

 

Exhibit 99.2 to this Report sets forth certain information relating to the Transferor’s fiscal year ended December 30, 2006.  Such information, which was derived from the monthly settlement statements relating to such period as delivered to the Trustee pursuant to the Pooling and Servicing Agreement, is incorporated herein by reference.

 

Item 3.                                                           Legal Proceedings.

 

None.

 

Item 4.                                                           Submission of Matters to a Vote of Security Holders.

 

Not applicable.

 

PART II

 

Item 5.                    Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.

 

In September 2006, the Trust issued Class A Asset Backed Variable Funding Certificates, Series 2006-1 in a private transaction (the “Series 2006-1 Certificates”).  The principal amount of the Series 2006-1 Certificates fluctuates and did not exceed $500 million.

 

In July 2002, the Trust issued $750,000,000 of five year floating rate Class A Certificates to the public (the “Series 2002-1 Certificates”).  In November 2005, the Trust issued a $1,153,846,154 Collateral Certificate (the “Series 2005-1 Collateral Certificate”) which was transferred to the Owner Trust and the Owner Trust issued $900,000,000 of five year floating rate Class A Notes to the public (the “Series 2005-1 Notes”).

 

Although they trade in the over-the-counter market to a limited extent, there is currently no established public trading market for the Series 2005-1 Notes.  The Series 2005-1 Notes are held and delivered in book-entry form through the facilities of The Depository Trust Company (“DTC”), a “clearing agency” registered pursuant to the provisions of Section 17A of the Securities Exchange Act of 1934, as amended.  The definitive Series 2005-1 Notes are held by Cede & Co., the nominee of DTC.

 

The undivided subordinated interests in the Owner Trust, other than those represented by the Series  2005-1 Notes, are owned by the Transferor and the Servicer.

 


 

Item 6.                                                           Selected Financial Data.

 

Not applicable.

 

Item 7.                                                           Management’s Discussion and Analysis of Financial Condition and Results of Operations.

 

Not applicable.

 

Item 7A.                                                  Quantitative and Qualitative Disclosures About Market Risk.

 

Not applicable.

 

Item 8.                                                           Financial Statements and Supplementary Data.

 

Not applicable.

 

Item 9.                                                           Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.

 

None.

 

Item 9A.                                                  Controls and Procedures.

 

Not applicable.

 

Item 9B.                                                  Other Information.

 

Not applicable.

 

PART III

 

Item 10.                                                    Directors and Executive Officers of the Registrant.

 

Not applicable.

 

Item 11.                                                    Executive Compensation.

 

Not applicable.

 

Item 12.                                                    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

 

Not applicable.

 

Item 13.                                                    Certain Relationships and Related Transactions.

 

Not applicable.

 


 

Item 14.                                                    Principal Accountant Fees and Services.

 

Not applicable.

 

 

 

PART IV

 

Item 15.                                                    Exhibits and Financial Statement Schedules.

 

a.                                       The following documents are filed as part of this Report.

 

3.                                      Exhibits

 

31.1         Certification.

 

99.1         Annual Servicer’s Certificate for the year ended December 30, 2006.

 

99.2         Annual Collateral Certificateholders’ Statement for the year ended December 30, 2006, Series 2005-1.

 

99.3         Report of Independent Registered Public Accounting Firm.

 

99.4         Report of Management on Compliance.

 

99.5         Annual Statement of Compliance.

 


 

SIGNATURES

 

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

TARGET RECEIVABLES CORPORATION

 

 

 

 

 

 

Dated:  March 21, 2007

 

By:  /s/ Douglas A. Scovanner       

 

 

Douglas A. Scovanner,

 

 

President and Director

 

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of Target Receivables Corporation and in the capacities and on the dates indicated.

 

Signature

Title

Date

 

 

/s/ Douglas A. Scovanner         

Douglas A. Scovanner

 

 

 

 

President and Director
(Principal Accounting
Officer)

 

 

 

 

March 21, 2007

 

 

 

/s/ Corey L. Haaland             

Corey L. Haaland

 

 

 

 

Vice President, Treasurer
and Director (Principal
Financial Officer)

 

 

 

 

March 21, 2007

 

 

 

 

/s/ Terrence J. Scully             

Terrence J. Scully

 

 

 

 

 

Vice President and Director

 

 

 

 

 

March 21, 2007

 

 

 

 


EXHIBIT INDEX

 

 

Exhibit No.

Exhibit

 

31.1

 

99.1

 

 

Certification

 

Annual Servicer’s Certificate for the year ended December 30, 2006.

99.2

 

 

99.3

 

99.4

 

99.5

 

Annual Collateral Certificateholders’ Statement for the year ended December 30, 2006, Series 2005-1

 

Report of Independent Registered Public Accounting Firm

 

Report of Management on Compliance

 

Annual Statement of Compliance

 

 

EX-31.1 2 a07-6034_1ex31d1.htm EX-31.1

 

Exhibit 31.1

 

 

CERTIFICATION

 

I, Terrence J. Scully, certify that:

 

1.     I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing distribution or servicing reports filed in respect of periods included in the year covered by this annual report, of Target Credit Card Owner Trust 2005-1;

 

2.     Based on my knowledge, the information in these reports, taken as a whole, does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading as of the last day of the period covered by this annual report;

 

3.     Based on my knowledge, the distribution or servicing information required to be provided to the trustee by the servicer under the pooling and servicing, or similar, agreement, for inclusion in these reports is included in these reports;

 

4.     I am responsible for reviewing the activities performed by the servicer under the pooling and servicing, or similar, agreement and based upon my knowledge and the annual compliance review required under that agreement, and except as disclosed in the reports, the servicer has fulfilled its obligations under that agreement; and

 

5.     The reports disclose all significant deficiencies relating to the servicer’s compliance with the minimum servicing standards based upon the report provided by an independent public accountant, after conducting a review in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar procedure, as set forth in the pooling and servicing, or similar, agreement, that is included in these reports.

 

 

Dated: March 21, 2007

By: /s/ Terrence J. Scully

 

Terrence J. Scully,

 

Vice President and Director

 

Target Receivables Corporation

 

EX-99.1 3 a07-6034_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

ANNUAL SERVICER’S CERTIFICATE

 

TARGET NATIONAL BANK

 

TARGET CREDIT CARD MASTER TRUST

 

 

The undersigned, a duly authorized representative of Target National Bank, as Servicer, pursuant to the Amended and Restated Pooling and Servicing Agreement dated as of April 28, 2000, as supplemented by the Series 2002-1 Supplement, dated as of July 2, 2002 and the Series 2005-1 Supplement, dated as of November 9, 2005 (as amended and supplemented from time to time, the

“Agreement”), among Target Receivables Corporation, as Transferor, Target National Bank, as Servicer, and Wells Fargo Bank, National Association, as Trustee, does hereby certify that:

 

 

1.             Target National Bank is, as of the date hereof, the Servicer under the Agreement. Capitalized terms used in this Certificate have their respective meanings as set forth in the Agreement.

 

2.             The undersigned is a Servicing Officer who is duly authorized pursuant to the Agreement to execute and deliver this certificate to the Trustee.

 

3.             A review of the activities of the Servicer during the fiscal year ended December 30, 2006, and of its performance under the Agreement was conducted under my supervision.

 

4.             Based on such review, the Servicer has, to the best of my knowledge, performed in all material respects its obligations under the Agreement throughout such year and no default in the performance of such obligations has occurred or is continuing except as set forth in paragraph 5 below.

 

5.             The following is a description of each default in the performance of the Servicer’s obligations under the provisions of the Agreement known to me to have been made by the Servicer during the fiscal year ended December 30, 2006 which sets forth in detail (i) the nature of each default, (ii) the action taken by the Servicer, if any, to remedy each such default and (iii) the current status of each such default: None.

 

 

IN WITNESS WHEREOF, the undersigned has duly executed this Certificate as of the 21st day of March, 2007.

 

 

 

 

 

TARGET NATIONAL BANK,

 

 

 

 

as Servicer,

 

 

 

 

 

 

 

 

 

 

 

 

 

By:   /s/ Angela G. Jenks

 

 

 

 

 

Name: Angela G. Jenks

 

 

 

 

Title: Vice President & Cashier

 

EX-99.2 4 a07-6034_1ex99d2.htm EX-99.2

Exhibit 99.2

 

 

ANNUAL COLLATERAL CERTIFICATEHOLDERS’ STATEMENT

 

TARGET CREDIT CARD MASTER TRUST (SERIES 2005-1)

 

 

Pursuant to the Amended and Restated Pooling and Servicing Agreement dated as of April 28, 2000, as supplemented by the Series 2005-1 Supplement, dated as of November 9, 2005 (as may be amended and supplemented from time to time, the “Agreement”) among Target National Bank, as Servicer, Target Receivables Corporation, as Transferor, and Wells Fargo Bank, National Association, as Trustee, the Servicer is required to prepare certain information annually regarding distributions to and the performance of the Trust during the Monthly Periods for the Calendar year. The information which is required to be prepared with respect to the performance of the Trust during the period January 1, 2006 through December 31, 2006 is set forth below. Certain information is based on the Transferor’s fiscal year end, ending December 30, 2006. Certain information is presented on the basis of an original principal amount of $1,000 per Certificate. Certain other information is presented based on the aggregate amounts for the Trust as a whole.

 

 

A)

 

Information Regarding Interest and Principal Distributed (Stated on the Basis of $1,000 Original Principal Amount) for this series.

 

 

 

 

 

(1)

The total amount of interest and principal distributed to Class A Noteholder’s for the period January 1, 2006 through December 31, 2006 per $1,000 original principal amount

$52.43

 

 

 

 

 

 

 

(2)

The portion of the amount set forth in paragraph 1 above in respect of interest distributed on the Class A Notes for the period January 1, 2006 through December 31, 2006 per $1,000 original principal amount

$52.43

 

 

 

 

 

 

 

(3)

The portion of the amount set forth in paragraph 1 above in respect of principal distributed for the period January 1, 2006 through December 31, 2006 for the Class A Notes, per $1,000 original principal amount

$0

 

 

 

 

 

B)

 

Information Regarding the Performance of the Trust.

 

 

 

 

 

 

 

 

(1)

Collection of Principal Receivables.

 

 

 

 

 

 

 

 

 

(a)

The aggregate amount of Collections of Principal Receivables processed January 1, 2006 through December 30, 2006 which were allocated in respect of the Series 2005-1 Collateral Certificates

$2,172,658,259.45

 

 

 

 

 

 

 

 

(2)

Collection of Finance Charge Receivables.

 

 

 

 

 

 

 

 

 

 

(a)

The aggregate amount of Collections of Finance Charge Receivables processed January 1, 2006 through December 30, 2006 which were allocated in respect of the Series 2005-1 Collateral Certificates

$320,029,477.98

 


Exhibit 99.2

 

 

 

(3)

Recoveries.

 

 

 

 

 

 

 

 

 

 

(a)

The aggregate amount of Collections processed January 1, 2006 through December 30, 2006 that constitute Recoveries on Defaulted Receivables which were allocated in respect of the Series 2005-1 Collateral Certificates

$12,616,676.88

 

 

 

 

 

 

 

 

(4)

Principal Receivables in the Trust.

 

 

 

 

 

 

 

 

 

 

(a)

The aggregate amount of Principal Receivables in the Trust as of the end of the day on December 30, 2006 (which reflects the Principal Receivables represented by the Transferor’s Interest in the Trust and by the Investor Certificates)

$6,727,055,175.03

 

 

 

 

 

 

 

 

 

(b)

The amount of Principal Receivables in the Trust represented by the Series 2005-1 Collateral Certificates (the “Invested Amount”) as of the end of the day on December 30, 2006

$1,153,846,154.00

 

 

 

 

 

 

 

 

 

(c)

The Floating Allocation Percentage (during the Revolving Period) or the Fixed/Floating Allocation Percentage (during the Amortization Period) with respect to the Principal Receivables in the Trust as of the end of the day December 30, 2006

18.97%

 

 

 

 

 

 

 

 

(5)

Delinquent Balances.

 

 

 

 

 

 

 

 

 

 

 

The aggregate amount of outstanding balances in the Accounts which were 2 or more monthly payments contractually delinquent as of the end of the day on December 30, 2006:

 

 

 

 

 

 

 

 

 

 

Aggregate

 

 

 

Account Balance

 

 

 

 

 

 

 

2 Missed Monthly Payments

 

$123,151,655

 

 

 

 

 

 

 

3 Missed Monthly Payments

 

$76,828,054

 

 

 

 

 

 

 

4 or More Missed Monthly Payments

 

$163,876,304

 

 

 

 

 

 

 

 

(6)

Investor Defaulted Amount.

 

 

 

 

 

 

 

 

 

 

(a)

The aggregate amount of all defaulted Principal Receivables written off as uncollectible for the period January 1, 2006 through December 30, 2006 allocable to the Series 2005-1 Collateral Certificates (the “Investor Defaulted Amount”)

$60,182,677.54

 


Exhibit 99.2

 

 

 

(7)

Investor Charge Offs: Reimbursement of Charge Offs.

 

 

 

 

 

 

 

 

 

 

(a)

The amount of the Investor Charge Offs per $1,000 original principal amount (which will have the effect of reducing, pro rata,  the amount of Series 2005-1 Collateral Certificateholder’s investment)

$0

 

 

 

 

 

 

 

 

 

(b)

The total amount reimbursed to the Trust from January 1, 2006 through December 30, 2006 in respect of Investor Charge Offs in prior months

$0

 

 

 

 

 

 

 

 

 

(c)

The amount set forth immediately above per $1,000 original principal amount (which will have the effect of increasing pro rata, the amount of each Series 2005-1 Collateral Certificateholder’s investment)

$0

 

 

 

 

 

 

 

 

(8)

Investor Servicing Fee.

 

 

 

 

 

 

 

 

 

 

(a)

The amount of the Series 2005-1 Investor Monthly Servicing Fee payable by the Trust to the Servicer from January 1, 2006 through December 30, 2006

$4,553,347.35

 

 

 

 

 

 

 

 

(9)

The amount of Series 2005-1 Reallocated Principal Collections from January 1, 2006 through December 30, 2006

$0

 

 

 

 

 

 

 

 

(10)

The Pool Factor.

 

 

 

 

 

 

 

 

 

 

The Pool Factor (which represents the ratio of the Series 2005-1 Adjusted Invested Amount as of the end of the day on December 30, 2006 to the Invested Amount as of the Closing Date). The Amount of a Series 2005-1 Class A Adjusted Invested Amount can be determined by multiplying the original denomination of the Collateral Certificate by the Series 2005-1 Class A Pool Factor

1.0

 

 

 

  TARGET NATIONAL BANK,

 

      as Servicer

 

 

 

 

By:    /s/ Angela G. Jenks

 

 

Name: Angela G. Jenks

 

 

Title: Vice President & Cashier

 

EX-99.3 5 a07-6034_1ex99d3.htm EX-99.3

Exhibit 99.3

 

      Ernst & Young LLP
220 South Sixth Street, Ste 1400
Minneapolis, MN 55402-4509

      Phone: (612) 343-1000
www.ey.com

 

Report of Independent Registered Public Accounting Firm

 

Target National Bank
Its Officers and Directors
As Servicer

 

We have examined management’s assertion in the accompanying report, Report of Management on Compliance, dated March 15, 2007, that Target National Bank (the Bank), as Servicer, complied in all material respects with the administration and servicing requirements of Article III, Article IV, and Section 8.8 of the Amended and Restated Pooling and Servicing Agreement, dated April 28, 2000, and the applicable provisions of the Series 2002-1 Supplement, dated July 2, 2002, and the Series 2005-1  Supplement, dated November 9, 2005, to the Target Credit Card Master Trust, as set forth in Exhibit A to the accompanying Report of Management on Compliance as of December 30, 2006, and for the fiscal year then ended. The Bank’s management is responsible for the Bank’s compliance with those requirements. Our responsibility is to express an opinion on management’s assertion based on our examination.

 

Our examination was conducted in accordance with attestation standards established by the Public Company Accounting Oversight Board (United States) and, accordingly,  included examining, on a test basis, evidence about the Bank’s compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Bank’s compliance with specified requirements.

 

In our opinion, management’s assertion that the Bank complied with the aforementioned requirements as of and for the year ended December 30, 2006, is fairly stated, in all material respects.

 

 

March 15, 2007

 

A Member Practice of Ernst & Young Global

 


EX-99.4 6 a07-6034_1ex99d4.htm EX-99.4

Exhibit 99.4

 

Report of Management on Compliance

 

 

March 15, 2007

 

We, as members of management of Target National Bank, as servicer, are responsible for complying with the administration and servicing requirements of Article III, Article IV and Section 8.8 of the Amended and Restated Pooling and Servicing Agreement, dated April 28, 2000 (as may be amended and supplemented from time to time, the “Pooling and Servicing Agreement”) and the applicable provisions of the Series 2002-1 Supplement, dated July 2, 2002, and the Series 2005-1 Supplement, dated November 9, 2005 (together, the “Supplements”) to the Target Credit Card Master Trust as set forth in Exhibit A.  We also are responsible for establishing and maintaining effective internal control over compliance with the administration and servicing requirements of Article III, Article IV and Section 8.8 of the Pooling and Servicing Agreement and the applicable provisions of the Supplements, as set forth in Exhibit A.  We have performed an evaluation of Target National Bank’s compliance with the requirements of the administration and servicing requirements of Article III, Article IV and Section 8.8 of the Pooling and Servicing Agreement and the applicable provisions of the Supplements as set forth in Exhibit A, as of December 30, 2006 and for the fiscal year then ended.  Based on this evaluation, we assert that as of and for the fiscal year ended December 30, 2006, Target National Bank complied, in all material respects, with the administration and servicing requirements of Article III, Article IV and Section 8.8 of the Pooling and Servicing Agreement and the applicable provisions of the Supplements, as set forth in Exhibit A.

 

 

Very truly yours,

 

 

/s/ Terrence J. Scully

Terrence J. Scully

President, Target National Bank

 

 

/s/ Angela G. Jenks

Angela G. Jenks

Vice President and Cashier,

Target National Bank

 


Exhibit 99.4

 

Exhibit A

 

 

Servicing Standards

 

 

Management of the Bank identified the following standards which are, in management’s opinion, applicable to servicing credit card receivables and consistent with the applicable provisions of Article III, Article IV and Section 8.8 of the Amended and Restated Pooling and Servicing Agreement, dated April 28, 2000 (as may be amended and supplemented from time to time, the “Agreement”), as supplemented by the Series 2002-1 Supplement, dated July 2, 2002, and the Series 2005-1 Supplement, dated November 9, 2005, to the Target Credit Card Master Trust (together, the “Supplements”).

 

 

I.          Finance Charges

 

1.     Finance charges are calculated in accordance with the applicable cardholder agreements based on cardholder average daily balances.

 

2.     Finance charges are accurately reflected on the customers’ monthly billing statements.

 

II.        Investor Accounting and Reporting

 

1.     The monthly certificateholders’ statements are prepared and sent to investors or trustees on a monthly basis.

 

2.     The annual and monthly certificateholders’ statements reconcile to the servicers’ accounting records.

 

3.     The annual and monthly certificateholders’ statements are mathematically accurate and are prepared in accordance with the applicable provisions of the Agreement and the Supplements.

 


Exhibit 99.4

 

III.       Accounting

 

1.     The servicing entity’s records of individual credit card receivable balances  agrees with, or reconciles to, the records of debtors with respect to the unpaid principal balance.

 

 

IV.       Write-Offs

 

1.     Write-offs of cardholder balances are completed within the applicable Office of the Comptroller of the Currency regulations and accounting principles generally accepted in the United States.

 

EX-99.5 7 a07-6034_1ex99d5.htm EX-99.5

Exhibit 99.5

 

ANNUAL STATEMENT OF COMPLIANCE

 

TARGET RECEIVABLES CORPORATION

 

TARGET CREDIT CARD OWNER TRUST 2005-1

 

 

The undersigned, a duly authorized representative of Target Receivables Corporation, as administrator of the Target Credit Card Owner Trust 2005-1, pursuant to the Section 3.9 of the Indenture, dated as of November 9, 2005, between Target Credit Card Owner Trust 2005-1, as Issuer, and Wells Fargo Bank, National Association, as Indenture Trustee, does hereby certify that:

 

 

1.     Capitalized terms used in this certificate have the meanings as set forth in the Indenture.

 

2.     The undersigned is an officer of Target Receivables Corporation.

 

3.     As of the date hereof, the undersigned has made a review of the Issuer’s activities during the year.

 

4.     As of the date hereof, to the best knowledge of the undersigned, the Issuer has complied with all conditions and covenants in all material respects under the Indenture.

 

 

IN WITNESS WHEREOF, the undersigned has duly executed this statement on this 21st day of March, 2007.

 

 

 

TARGET RECEIVABLES CORPORATION,

 

 

as Administrator of Target Credit Card

 

 

Owner Trust 2005-1,

 

 

 

 

 

 

 

By:   /s/ Terrence J. Scully

 

 

 

 

Name:  Terrence J. Scully

 

 

 

Title:  Vice President & Director

 

GRAPHIC 8 g60341mri001.jpg GRAPHIC begin 644 g60341mri001.jpg M_]C_X``02D9)1@`!`0$`8`!@``#_VP!#``H'!P@'!@H("`@+"@H+#A@0#@T- M#AT5%A$8(Q\E)"(?(B$F*S7J#A(6&AXB)BI*3E)66EYB9FJ*CI*6FIZBIJK*SM+6VM[BYNL+#Q,7& MQ\C)RM+3U-76U]C9VN'BX^3EYN?HZ>KQ\O/T]?;W^/GZ_\0`'P$``P$!`0$! M`0$!`0````````$"`P0%!@<("0H+_\0`M1$``@$"!`0#!`<%!`0``0)W``$" M`Q$$!2$Q!A)!40=A<1,B,H$(%$*1H;'!"2,S4O`58G+1"A8D-.$E\1<8&1HF M)R@I*C4V-S@Y.D-$149'2$E*4U155E=865IC9&5F9VAI:G-T=79W>'EZ@H.$ MA8:'B(F*DI.4E9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4 MU=;7V-G:XN/DY>;GZ.GJ\O/T]?;W^/GZ_]H`#`,!``(1`Q$`/P#V6BBO(=2\ M5>,VU.Z-CKFF):&9_(7[99<)D[>K9Z8ZU$YJ.YTX?#2KMJ+2MW/7J*\Y/B#Q M&FI^%=).IHUU>IYUZR)$X="V1@J,8VJPRO7K6MX*US5-=U?79;JX#V-O<^5: MH$4;1ENX&3QMZD]:2J)NQ4\).$'-M67^=OZ\CL**Y;Q)JM]#K=GI]C<-"90H M6;`ZCVK5@T_48+E)IM:DFA3)>-H5&[CU'2M#D-2BJ*ZWI3,%74;8DG`_ M>"K,MU!!)%'+*J/,=L8)^\?04`2T4UW6-&=V"JHR2>@%0S7UK;QQR2SJJR_< M[E^_`')H`L453_M?3A`)S>1+&6*;F;'S#J.>])'K.F2R+''?V[.Y"JHD!))[ M4`7:*CFGBMH6FFD6.-!EF8X`J&UU*TO)#'!(2X7=M9&0E?4`@9'O0!:HK$\5 M76H6.F+=V$YC,;@2?(K94\=P>^/SI^G:VDGAM-2NGRR+B3`Y9@<8`]3_`%H` MV**SM/ENH;-KK5KA(VD.X1MM585[+GN<=[YL>N/2G2S1PA3*X3>P1<]R>@H`?14,5W;S3RP1S*TL M6-Z`\KGUITDT43QH[A6E.U`?XCC-`$E%1S3PVZ>9/*D2#^)V"C]:9!>VMUG[ M-E:D7E<(N=1CZDX'_+"O>]>AU>?298M#N8;:^8KLEF&549&?X6[9'3O7)? MV1\4?^ADTS_OVO\`\9KGJQ!4=EZ%@.2/QS3A%\U[$XJK'V*@I)O M39WT2?DMVSEY8Y=6\=R+!.8C`>)`H;9M&.AX^]_.MN_2^TW2=0N+G4VN082J M`Q*FQCQGCKU%4+'0-=T[4I[Z%]/>2?=GS&<@9.3T`J_J>G:OJFB-:3O9K48-E$FHZ%!H=LJ_:W/G2O(-H1IP1TK1UO2I=2N%L[ M>5O,T^T#(?[SDX_`X7^56[G0+A-3TZ]L'B1K6-8Y%Q(_*M.TM)( M;^]NI2I^T,NP*>BJN!G\NO#22>(K?5(2BH&WS(>[#H1^.,U//!K%U M:SV4JV@6;O/YU=TZU-CIU MO:D@F*,*2.A..?UH`Q_%K)=Z=)80%I+I0)C$@R0HZD^G]:32-1@N+4ZS,QEN MBHMQ"@Y'.=JCN2><_P`L5+'I>I66NW5[:FWFAN\;A*Q5E_(&H=/\.W>F:\;V M%[9K>3.^/D%<]=HP>GUZ4`;6H0QW.FW$,W"/$P8^G'6N.\'V_G137%RQ:VLF M\U(NQDQRWX`?K78ZE!-=:;<6\#*LDL912Q(`R,=JH>'M%?2=+DM;DQR/*Y9] MA)&"`,<@>E`%/PVDFKRRZU??.^\I;H>5B7O@?IGVJ'Q.WV?7=)EM?ENG?:Q7 MJRY4`'UZFM+3].OM&A>UM!!<6^\M'YLAC9,]N%.?TJ2WT;.IG4[Z43W.,1@+ MA(A[#U]_>@#.T@"[\8ZK=]1"!$/8]/\`V4UIZA^^U;3;?/`=YV'^ZN!^K"JU MII-[I6H7<]D8)X;MM[1RN49#R>"`1R(L\B)1_=';G^7UK:1K&:^9D,+W40*MC!=!Z'N*H:; MIVH:-`;2V,%U;ABR&60QLN>W"L#^E+HVD36%U>W=S(CS7;AB$SA>2<9/7K^E M`&O1110`4444`%%%%`!1110`4444`%%%%`!1110`4444`%%%%`!1110`4444 /`%%%%`!1110`4444`?_9 ` end GRAPHIC 9 g60341mri002.jpg GRAPHIC begin 644 g60341mri002.jpg M_]C_X``02D9)1@`!`0$`8`!@``#_VP!#``H'!P@'!@H("`@+"@H+#A@0#@T- M#AT5%A$8(Q\E)"(?(B$F*S7J#A(6&AXB)BI*3E)66EYB9FJ*CI*6FIZBIJK*SM+6VM[BYNL+#Q,7& MQ\C)RM+3U-76U]C9VN'BX^3EYN?HZ>KQ\O/T]?;W^/GZ_\0`'P$``P$!`0$! M`0$!`0````````$"`P0%!@<("0H+_\0`M1$``@$"!`0#!`<%!`0``0)W``$" M`Q$$!2$Q!A)!40=A<1,B,H$(%$*1H;'!"2,S4O`58G+1"A8D-.$E\1<8&1HF M)R@I*C4V-S@Y.D-$149'2$E*4U155E=865IC9&5F9VAI:G-T=79W>'EZ@H.$ MA8:'B(F*DI.4E9:7F)F:HJ.DI::GJ*FJLK.TM;:WN+FZPL/$Q<;'R,G*TM/4 MU=;7V-G:XN/DY>;GZ.GJ\O/T]?;W^/GZ_]H`#`,!``(1`Q$`/P#V6BBB@`HH MKE?$WBRXL=8M/#>B01W.M7REE\TGRK9!_&^.>QP.^/ID`ZJBN4'P_P!.O_+N M/$5U>:S?*PD\V2YDB1''_/.-&"J/S^M=70`4444`%%%%`!1110`4444`%%%% M`!1145U=6]E;27-U/'!!$NYY)&"JH]230!+134=9$5T8,C`%6!R"/6L&_P#$ M_D^,-/\`#=E;BYN)T:>[;=@6\(!P3[EL#'^-`'04444`%%%%`!1110`4444` M%%%%`!1110`4444`%%%%`&-XB\5Z3X8MT?4)B9I>(+6(;YIVZ`(O?G`].:XN M;PAXC\8^*K?Q1QL[?[SQ@9PL:^N`1GL%8D_>-=?=V?C3503!JUEH"$_(L=L+N7'^T MS$*"?0`X]30`:;X!TBPOK?4)[G4M2O[?.RZOKZ21_P`@0N.@QCL*Z>N%N]0\ M7^"X#J&LWMKK^DQ?\?$L=N+>YB!.`P4':P&>G6M'Q/XR73+2TM='C6]UC5%' MV"V/0@C.]_10.??'U(`.IS17FOPXO+_2?$'BG1M?O/M%U;RI>379)"'<@SDD M87C;@>@..!4.O_$/7[FUN-<\-VT*:!IDB^==70VF].X*4CR.G.,_KVH`]0HK MSZX^)ZW>N:3!H]L&TJYO%MY]2N5*QLQ!RB9QD_[73ZYJ6Y^(]CJ_B)/#7AW4 MK:.XE!SJ,J>9"I`^Z@R-[?B!]>E`'>5S7C+QGIWA70[JY:[@>]"$6]MY@WN_ M0?+UP">:S;I])\4>!K34O$VH36EI"7%PT4Y@CN"I:,Y`/*L1N`'/(]P?.?!7 M@C3/$WCNXG_LV>VT&");F"WG8[ID)VH3GG:Q5F_#'2@#V/PM!%IV@65@^HK> M7(CW2RF;>TCM\S$0`.@QQD@$NHV0U'3;BR M,\UN)XVC\V!]LB9'53V->(>(?AWJ">)-$\.W'BF]U>2^D,CQR(P%O$OWGY=N M<;L<=EV/Q9\2WVNWUM9-:VT$%I]H<(3&1N;;GKSZ>M`':ZYJ]C MX4\.3:A.`EO9Q`)&O!8CA4'UX%<]\-=&NDLKKQ/JPSJFNOY[Y&/*B_@0?AS] M,#M7FOQ!\7W?B76=(DDTVX'A[[2&MHBN'O=I`9@O7D-A?J>^<;]M>ZWX\AU+ MQ%?:A=^']#TA7^RP6DGEN94&@#V&BO)3\4_$6F^$(6N_"6J?V M@L:QF\N;=E@=CP')P,DG'RC&2>M;_BKQY_P@GAJR@U"4:AKTMNHV```N!\SM MCHN>PZ]NY`!W=%:Q=Q*$M;=?GGE(SM4#H!W/0`5R) M^*>N:)(]$5=8?8^GV]N=RR;^%1B">A[CKR/3(!ZI17#^!/$NK3:+J]Q MXQN(;:?3[UHI&?8BQ+M5MN1P<9ZY)^M%BNG:/:J0^J7(* M-";2\UVY:X MGG+-$SJ`WE=%W'N3@G/H14?Q6U3^R_AYJ3*1ONE%LN3UWG#?^.[J`-/P7KUU MXF\,6^L7=LELUR\A2-<_<#D*>>^`/KU[T[5O$#:?XFT318H1*VIM,9"EMM MQQYDAW$_D"/P]J`.LU:34HM.E;28()[SCRTN)"B=>22`3TK@H?&7C:+2K[69 M+3P_J=EISR1W4=E)-%(C)C?@R`J<#/3.>V>_;>)+^[TKP[?ZA8PQ33VL+2A) M9-BD+RQS@]!DUY1X)\+>*O$WA>SL-1N8[#PY([3R>4V;B]#-GYCDX!/'..G0 M]:`/7])U&+5](L]2@5TBNX$F17'S`,`0#[\U;J."&*V@C@A01Q1*$1%Z*H&` M!4E`!37=8XV=SA5!)/H*=3719$9'&588(/<4`>2:)X/U?Q1J\WQ`TO6UT::\ MFD:UB%J),QCY`7^8#Y@,D8/K76^5\2XY_+2Y\,30;O\`6R17"N1W^4'&?;/X MUK^%_#P\+Z4VEPW;W%JDS-;+(OS0HW.PG/S8.3GCK[5LT`"(-$UB[UN\O9-2U.Z)43R($$4>> M$11G`Q@?AVKJ**`/.+GX;:IJWBS5[C4M6$>A:A/'-):VY(DN-HPJN<<`>Q.? M;K70^)?!L/B#3=/T59A9:1;R!Y[>!=IE51\B`_PC/)^@KIJ*`,74O"&@ZKH4 M6B76G1_8(2IBB3Y/+([J1R.^?7)]:XWQK\';#5M/M%\-16FF7%K\A5P0DRG' MWF`+%ACJ3[#BM*BB@#R[PMX>UR[^+^L^)M2LI+2UB>2* M%I!CS1@(FWU&P9STSBO4:**`"N2\;VOA&SBC\0>(M,@O+B`>5;HR;GF8](PO M1SGID'')XYKI;^^MM,L)[Z[E$5O;H9)'/8`5R%M`+B.;QYXEA*&V@>6PLY1_ MQYPXSDC_`)ZM@9].`.E`&'\.[/4/%?BS4/%WB"V:&2R?[+96CH5%N0,D`$<% M00,^K'VKH=-^'<%EJUQ--JMS=:8]V;R'3&4"*.4G)+'^,`\@<`8[GFM/P/;R M0^$;&:=2MQ>*;R<$$?O)29&Z^[5OT`<]XZ\.W/BGPI^;4]/\`4O%>IRQW,DA5 M+!!D^0H0`DY[]0,>Y[\==10!Q>N?"GPUKU[>WLZ745S>$,[QSG"N,_,%/&>> M_'IBN"^(/A72O"G@ZUL;O6+O4]1RD5E`T@C2)0V798E]>1EMW45ZWXFU^#PU MH=Q>"KT^/_#6JZW>M=ZM=M-=7D1'[J!8U4HJ M>FUF4=??MR`:^D:UX^UV"W73/#UEX>T]5"A]09I'VC@;4&T]NX&)KVRU:\N7E:Y,:R)L8 MY\MHR<-CL?\`]5=W10!S4GA6>+P/J.@P:E-=W5Y#,#=7C$EGD!SG'0<]AQ[U MI^'=+;1?#FG:6[*[VELD3LO1F``)'XUI44`%%%%`!1110`4444`%%%%`!111 M0`4444`%%%%`!1110`4444`P62E>OS-D_HI'XU7OY/L7QOTR6;B._T=[:$^KJY MK?\`"^C2:)HRP7,HFO)I&N+N4?QRN
-----END PRIVACY-ENHANCED MESSAGE-----