8-K

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) June 21, 2004

Advanta Corp.

(Exact Name of Registrant as Specified in Charter)

Delaware	0-14120	23-1462070
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

Welsh & McKean Roads,
P.O. Box 844, Spring House, Pennsylvania	19477
(Address of Principal Executive Offices)	(Zip Code)

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

(Former Name or Former Address, if Changed Since Last Report)

Item 5. Other Events and Required FD Disclosure.

     Advanta Corp. (“Advanta”) issued a press release, dated June 21, 2004, announcing that it had reached an agreement with Bank of America Corporation to resolve all outstanding litigation, including partnership tax disputes, between Advanta and FleetBoston Financial Corporation, which was recently acquired by Bank of America. The agreement is subject to the Internal Revenue Service’s final approval of the settlement of the tax disputes, which the IRS is expected to approve. A copy of the press release is attached hereto as Exhibit 99.1.

Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c)	Exhibits.
99.1	Press Release, dated June 21, 2004, of Advanta Corp. announcing agreement with Bank of America Corporation

SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	Advanta Corp.
	(Registrant)
Date: June 21, 2004
	By:	/s/ Elizabeth H. Mai
		Elizabeth H. Mai
		Senior Vice President, Secretary and General Counsel

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EXHIBIT INDEX

Exhibit	Description	Method of Filing
99.1	Press release, dated June 21, 2004, of Advanta Corp. announcing agreement with Bank of America Corporation	Filed herewith

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EX-99.1

Exhibit 99.1

04/14

Catherine Reid
(215) 444-5073
AdvantaCommunications@advanta.com

David Weinstock
(215) 444-5335
dweinstock@advanta.com

FOR IMMEDIATE RELEASE

ADVANTA AND BANK OF AMERICA REACH AGREEMENT
TO RESOLVE ALL OUTSTANDING FLEET LITIGATION

SPRING HOUSE, PA – June 21, 2004 – Advanta Corp. (NASDAQ: ADVNB; ADVNA), today announced an agreement with Bank of America Corporation (NYSE: BAC) to resolve all outstanding litigation, including partnership tax disputes, between Advanta and FleetBoston Financial Corporation, which was recently acquired by Bank of America. The agreement is subject to the Internal Revenue Service’s final approval of the settlement of the tax disputes, which the IRS is expected to approve.

As a result of the agreement, Advanta expects to record a net after tax gain from the settlement of the Delaware state court litigation of approximately $61 million in the quarter that the approval is received. At that time, Advanta will also have approximately $18 million of unused tax deductions for which it has not yet recorded a benefit for financial reporting purposes. The combination of these items is expected to increase the Company’s book value by approximately $2.45 per share once the benefits of the tax deductions are fully reflected for financial reporting purposes.

Under the agreement, Bank of America will pay Advanta $63.8 million in cash which represents a return of the payments that Advanta made to Fleet in the Delaware state court litigation earlier this year. That payment will be made following IRS approval of the settlement of the tax disputes. At that time, the parties will dismiss all outstanding litigation. Advanta and Bank of America have agreed to resolve the tax disputes between Advanta and Fleet by allocating approximately $125 million of the disputed $508 million of partnership deductions to Advanta and by Advanta recognizing for tax purposes approximately $600,000 of the disputed $47 million partnership taxable gain. Advanta’s deferred tax asset of $73.6 million at March 31, 2004 will be unaffected by this agreement.

About Advanta

Advanta focuses on the small business market and the related community, providing funding and support to the nation’s small businesses through innovative products and

services. Using our direct marketing and information based expertise, we identify potential customers and provide a high level of service tailored to the unique needs of small business. Advanta is one of the nation’s largest issuers of MasterCard business credit cards to small businesses. Since 1951, Advanta has pioneered many of the marketing techniques common in the financial services industry today, including remote lending and direct mail, affinity and relationship marketing. Learn more about Advanta at www.advanta.com.

This Press Release contains forward-looking statements that are subject to certain risks and uncertainties that could cause actual results to differ from those projected. The most significant among these risks and uncertainties is obtaining the approval of the Internal Revenue Service as required under the agreement. Additional risks that may affect future performance are detailed in the Company’s filings with the SEC.

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