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                       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): February 1, 2001




                                  Advanta Corp.
             (Exact name of registrant as specified in its charter)





            Delaware                       0-14120               23-1462070
                                                       
(State or other jurisdiction          (Commission File         (IRS Employer
 of incorporation)                        Number)            Identification No.)



Welsh and McKean Roads, P.O. Box 844, Spring House, PA                  19477
(Address of principal executive offices)                              (Zip Code)




Registrant's telephone number, including area code: (215) 657-4000



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Form 8-K                               Advanta Corp.
February 1, 2001

ITEM 5.           OTHER EVENTS

                  FleetBoston and certain of its subsidiaries, with which
Advanta is engaged in long-standing litigation, have filed a complaint in an
attempt to block the previously announced sale of Advanta's mortgage business
to Chase Manhattan Mortgage Corp. The complaint alleges that the terms of the
proposed sale to Chase breach a provision of Fleet's 1998 agreement to acquire
Advanta's consumer credit card business which essentially requires a buyer of
"substantially all" of Advanta's assets to assume any remaining obligations
tied to the transaction with Fleet. The complaint seeks preliminary and
permanent injunctive relief against the proposed sale to Chase, unless the
sale's terms require Chase to assume Advanta's alleged obligations to Fleet.
The complaint was filed in Delaware Chancery Court as a related case to the
pending litigation and will be heard by the same judge.

                  Because the proposed sale of Advanta's mortgage business
represents a sale of approximately 33% of the assets Advanta owned as of
September 30, 2000, we believe that Fleet's allegations are without merit and
will present no impediment to the sale to Chase. The Company anticipates
closing the transaction with Chase during the first quarter and transition
activities are proceeding on track. After the sale, Advanta will continue to
operate its profitable business card business, one of the nation's largest
issuers of MasterCard business credit cards to small businesses.

                  This Report on Form 8-K contains forward-looking statements
that are subject to certain risks and uncertainties that could cause actual
results to differ materially from those projected. The most significant among
these risks and uncertainties are: (1) the uncertainties of litigation; (2) the
timing and closing of the sale of the mortgage business; (3) factors affecting
the final purchase price of the sale of the mortgage business; and (4) the
approval of the sale by regulatory agencies and Advanta stockholders. Additional
risks that may affect Advanta's future performance are detailed in Advanta
Corp.'s filings with the Securities and Exchange Commission, including its most
recent Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q.



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Form 8-K                                    Advanta Corp.
February 1, 2001


                                   SIGNATURES


                  Pursuant to the requirements of the Securities Exchange Act of
l934, the registrant has duly caused this report to be signed on its behalf by
the undersigned thereunto duly authorized.



                                   Advanta Corp.


                                   By:  /s/Elizabeth H. Mai
                                        ----------------------------------------
                                        Elizabeth H. Mai, Senior Vice President,
                                                 Secretary and General Counsel



February 5, 2001