mv6-2510_8k.htm

UNITED STATES BANKRUPTCY COURT

DISTRICT OF DELAWARE

Chapter 11

In Re: Advanta Corp., et al.

Case No. 09-13931 (KJC)

Reporting Period: May 1, 2010 to May 31, 2010

-----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, IVKGoerC/CYSYuzt3aVvNOkmX34aBi21TB7SM4m0OPtfgJ94eH+z3TyiDf79E1e5 rLH7ZLS+gDQXjwSfUsOnXg== 0000909518-10-000438.txt : 20100625 0000909518-10-000438.hdr.sgml : 20100625 20100625172312 ACCESSION NUMBER: 0000909518-10-000438 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100624 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100625 DATE AS OF CHANGE: 20100625 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADVANTA CORP CENTRAL INDEX KEY: 0000096638 STANDARD INDUSTRIAL CLASSIFICATION: PERSONAL CREDIT INSTITUTIONS [6141] IRS NUMBER: 231462070 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-14120 FILM NUMBER: 10918328 BUSINESS ADDRESS: STREET 1: P.O. BOX 844 STREET 2: WELSH & MCKEAN ROADS CITY: SPRING HOUSE STATE: PA ZIP: 19477 BUSINESS PHONE: 2154445341 MAIL ADDRESS: STREET 1: C/O WELSH & MCKEAN ROADS STREET 2: P.O. BOX 844 CITY: SPRING HOUSE STATE: PA ZIP: 19477-0844 FORMER COMPANY: FORMER CONFORMED NAME: TSO FINANCIAL CORP DATE OF NAME CHANGE: 19880306 FORMER COMPANY: FORMER CONFORMED NAME: TEACHERS SERVICE ORGANIZATION INC DATE OF NAME CHANGE: 19850812 8-K 1 mv6-2510_8k.htm FORM 8-K mv6-2510_8k.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): June 24, 2010

Advanta Corp.

(Exact name of registrant as specified in its 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

Not Applicable

(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:

£ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

£ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

£ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

£ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item7.01.

Regulation FD Disclosure

On June 24, 2010, Advanta Corp. (the “Registrant”) and certain of its subsidiaries (together with the Registrant, the “Debtors”) filed their unaudited monthly operating report for the period commencing May 1, 2010, and ending May 31, 2010 (the “Monthly Operating Report”), with the United States Bankruptcy Court for the State of Delaware (the “Bankruptcy Court”) Case No. 09-13931 (KJC) (the “Chapter 11 Cases”). A copy of the Monthly Operating Report is contained in the attached Exhibit 99.1 and is incorporated herein by reference.

Limitation on Incorporation by Reference

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 7.01 is being furnished for informational purposes only and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing. The filing of this Form 8-K shall not be deemed an admission as to the materiality of any information herein that is required to be disclosed solely by Regulation FD.

Cautionary Statement Regarding Financial and Operating Data

The Registrant cautions investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of the Registrant. The Monthly Operating Report has been prepared solely for the purpose of complying with the operating guidelines as described in the Chapter 11 Trustee Handbook, United States Department of Justice, May 2004 in accordance with 28 U.S.C. § 586(a)(3). The Monthly Operating Report is limited in scope and only covers a limited time period.

The financial statements in the Monthly Operating Report were not audited or reviewed by independent accountants and were not prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The Monthly Operating Report presents condensed financial information of the Debtors.

There can be no assurance that, from the perspective of an investor or a potential investor in the Registrant’s securities, the Monthly Operating Report is complete. The Monthly Operating Report may be subject to future adjustment and reconciliation. The Monthly Operating Report also contains information for periods which are shorter or otherwise different from those required in periodic reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and such information might not be indicative of the Registrant’s financial condition or operating results for the period that would be reflected in the Registrant’s financial statements or in reports pursuant to the Exchange Act. The information set forth in the Monthly Operating Report should not be viewed as indicative of future results.

The Monthly Operating Report and additional information about the Debtors’ filings under chapter 11 of title 11 of the United States Bankruptcy Code (the “Bankruptcy Code”), including access to court documents and other general information about the Chapter 11 Cases, are available online at the Debtors’ case administration website located at http://www.advantareorg.com.

Cautionary Statement Regarding Forward-Looking Statements

This Current 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: (i) the Registrant’s ability to obtain Bankruptcy Court approval with respect to motions in the Chapter 11 Cases; (ii) the ability of the Debtors to prosecute, develop and consummate one or more chapter 11 plans with respect to the Chapter 11 Cases; (iii) the effects of the Debtors’ filing of voluntary petitions for relief (the “Bankruptcy Filing”) under the Bankruptcy Code on the Registrant and the interests of various creditors, equity holders and other constituents; (iv) the Bankruptcy Court’s rulings in the Chapter 11 Cases and the outcome of the Chapter 11 Cases in general; (v) the length of time the Registrant will operate under the Chapter 11 Cases; (vi) the risks associated with third party motions in the Chapter 11 Cases, which may interfere with the Registrant’s ability to develop and consummate any chapter 11 plan once any such plan is developed; (vii) the potential adverse effects of the Chapter 11 Cases on the Registrant’s liquidity or results of operations; (viii) the Registrant’s ability to execute the Registrant’s chapter 11 plan; (ix) the increased legal costs related to the Bankruptcy Filing and other litigation; (x) the Registrant’s ability to maintain contracts with suppliers and service providers and to retain key executives, managers and employees; and (xi) the risk that the Federal Deposit Insurance Corporation will pursue further regulatory actions with respect to Advanta Bank Corp. The cautionary statements provided above are being made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995 (the “Act”) and with the intention of obtaining the benefits of the “safe harbor” provisions of the Act for any such forward-looking statements. Additional risks that may affect the Registrant’s future performance are detailed in the Registrant’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.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.


Exhibit Number		Description

99.1		Advanta Corp. Monthly Operating Report for the period commencing May 1, 2010, and ending on May 31, 2010, filed with the United States Bankruptcy Court for the District of Delaware.

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.

Date: June 24, 2010
	By:	/s/ Jay A. Dubow
		Jay A. Dubow, Chief Administrative Officer, Senior Vice President, Secretary and General Counsel

EX-99 2 mv6-2510_ex991.htm MAY 2010 MONTHLY OPERATING REPORT mv6-2510_ex991.htm



MONTHLY OPERATING REPORT


Required Documents		Form No.	Document Attached	Explanation Attached	Affidavit/Supp. Attached
Schedule of Cash Receipts and Disbursements		MOR-1	X
	Bank Reconciliation (or copies of debtors bank reconciliations)	MOR-1a			X
	Schedule of Professional Fees Paid	MOR-1b	X
	Copies of bank statements
	Cash disbursements journals		X
Statements of Operations
	For the Reporting Period	MOR-2a	X
	For the Period from Petition Date through End of Reporting Period	MOR-2b	X
Balance Sheets
	As of End of Current Reporting Period	MOR-3a	X
	As of Petition Date	MOR-3b	X
Status of Postpetition Taxes		MOR-4	X		X
	Copies of IRS Form 6123 or payment receipt
	Copies of tax returns filed during reporting period
Summary of Unpaid Postpetition Debts		MOR-4	X
	Listing of aged accounts payable	MOR-4	X
Accounts Receivable Reconciliation and Aging		MOR-5	X
Debtor Questionnaire		MOR-5	X

I declare under penalty of perjury (28 U.S.C. Section 1746) that this report and the attached documents
are true and correct to the best of my knowledge and belief.




/s/ Philip M. Browne		06/24/10
Signature of Authorized Individual*		Date



Philip M. Browne		Chief Financial Officer
Printed Name of the Authorized Individual		Title of Authorized Individual


* Authorized individual must be an officer, director or shareholder if debtor is a corporation; a partner if debtor is a partnership; a manager or member if debtor is a limited liability company.

UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE
In Re:		Chapter 11
Advanta Corp., et al.		Case No. 09-13931 (KJC)
Debtors		Reporting Period: May 1, 2010 to May 31, 2010

Disclaimer

Advanta Corp. and certain of its subsidiaries (collectively, the “Debtors”) caution investors and potential investors not to place undue reliance upon the information contained in this Monthly Operating Report, which was not prepared for the purpose of providing the basis for an investment decision relating to any of the securities of Advanta Corp. or any of its subsidiaries or affiliates. The Monthly Operating Report has been prepared solely for the purpose of complying with the operating guidelines as described in the Chapter 11 Trustee Handbook, United States Department of Justice, May 2004 in accordance with 28 U.S.C. § 586(a)(3). The Monthly Operating Report is limited in scope and only covers a limited time period.

The financial statements in the Monthly Operating Report were not audited or reviewed by independent accountants and were not prepared in accordance with accounting principles generally accepted in the United States of America. The Monthly Operating Report presents condensed financial information of the Debtors.

There can be no assurance that, from the perspective of an investor or a potential investor in the securities of Advanta Corp. or any of its subsidiaries or affiliates, the Monthly Operating Report is complete. The Monthly Operating Report may be subject to future adjustment and reconciliation. The Monthly Operating Report also contains information for periods which are shorter or otherwise different from those required in periodic reports pursuant to the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and such information might not be indicative of the Debtors’ financial condition or operating results for the period that would be reflected in the Debtors’ financial statements or in reports pursuant to the Exchange Act. The information set forth in the Monthly Operating Report should not be viewed as indicative of future results. This disclaimer applies to all information contained herein. The Debtors reserve all rights to amend the results presented in this Monthly Operating Report.

United States Bankruptcy Court
District of Delaware

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS
	Chapter 11
In Re: Advanta Corp., et al.	Case No. 09-13931 (KJC)
Debtors	Reporting Period: May 1, 2010 to May 31, 2010

Debtor		Advanta Corp.	Advanta Business Services Holding Corp.	Advanta Service Corp.	Advanta Business Services Corp.	Advanta Shared Services Corp.	Advanta Finance Corp.	Advanta Mortgage Holding Co.	Advanta Mortgage Corp. USA	Advanta Investment Corp.
		09-13931 (KJC)	09-13935 (KJC)	09-13932 (KJC)	09-13933 (KJC)	09-13934 (KJC)	09-13944 (KJC)	09-13938 (KJC)	09-13937 (KJC)	09-13942 (KJC)
Cash - Beginning of Reporting Period		$ 107,981,013	$ 932,712	$ 1,644	$ 843,872	$ 338,376	$ 4,990	$ 90	$ 49,990	$ 4,990
Receipts
Receivable Receipts		1,701,570
Investment Income		915	185,584
C/O Sale Portfolio Recoveries		113,951
Other Receipts		95,596			155	475
Total Receipts		1,912,032	185,584	-	155	475	-	-	-	-

Intercompany Transfers In / (Out)	A	233,249	-	-	-	(233,249)	-	-	-	-

Disbursements
Personnel Costs		696,156				535
Advertising Costs		-
Equipment Costs		36,129
Net Occupancy Costs		545,485
Other Costs		575,623	10			40
Business Taxes / Licenses		73,756
Restructure Fees		1,509,712
Total Disbursements		3,436,863	10	-	-	575	-	-	-	-

Net Cash Flow		(1,291,582)	185,574	-	155	(233,348)	-	-	-	-

Cash - End of Reporting Period		$ 106,689,431	$ 1,118,286	$ 1,644	$ 844,027	$ 105,028	$ 4,990	$ 90	$ 49,990	$ 4,990

		Notes:
		A. Intercompany Transfers In/Out do not net to zero in total due to an account closure near month-end. The $998.32 check for the balance was not received by month end and will be deposited in June.
										MOR-1

United States Bankruptcy Court
District of Delaware

SCHEDULE OF CASH RECEIPTS AND DISBURSEMENTS
	Chapter 11
In Re: Advanta Corp., et al.	Case No. 09-13931 (KJC)
Debtors	Reporting Period: May 1, 2010 to May 31, 2010

Debtor		Advanta Auto Finance Corp.		Advanta Advertising Inc.		Advanta Credit Card Rec. Corp.		Advanta Ventures Inc.		Advantennis Corp.		ideablob Corp.		BizEquity Corp.		Great Expectations Int'l Corp.		Great Expectations Franchise Corp.			Total
		09-13939 (KJC)		09-13943 (KJC)		09-14127 (KJC)		09-14125 (KJC)		09-13941 (KJC)		09-14129 (KJC)		09-14130 (KJC)		09-13945 (KJC)		09-13936 (KJC)
Cash - Beginning of Reporting Period		$	82,440	$	990	$	17,357	$	90	$	61,447	$	65,585	$	100	$	-	$	1,236		$	110,386,922
Receipts
Receivable Receipts																						1,701,570
Investment Income																						186,499
C/O Sale Portfolio Recoveries																						113,951
Other Receipts			1,606																			97,832
Total Receipts			1,606		-		-		-		-		-		-		-		-			2,099,852

Intercompany Transfers In / (Out)	A		-		-		-		-		-		-		-		-		(998	)		(998	)

Disbursements
Personnel Costs																						696,691
Advertising Costs																						-
Equipment Costs																						36,129
Net Occupancy Costs																						545,485
Other Costs																			238			575,911
Business Taxes / Licenses																						73,756
Restructure Fees																						1,509,712
Total Disbursements			-		-		-		-		-		-		-		-		238			3,437,685

Net Cash Flow			1,606		-		-		-		-		-		-		-		(1,236	)		(1,338,831	)

Cash - End of Reporting Period		$	84,047	$	990	$	17,357	$	90	$	61,447	$	65,585	$	100	$	-	$	-		$	109,048,090

		Notes:
		A. Intercompany Transfers In/Out do not net to zero in total due to an account closure near month-end. The $998.32 check for the balance was not received by month end and will be deposited in June.
										MOR-1

United States Bankruptcy Court
District of Delaware
	Chapter 11
In Re: Advanta Corp., et al.	Case No. 09-13931 (KJC)
Debtors	Reporting Period: May 1, 2010 to May 31, 2010

CASH DISBURSEMENTS JOURNALS



Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Corp.		09-13931 (KJC)	2,121,975	2,504,188
Total Disbursements
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 2,121,975	$ 2,504,188

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Service Corp.		09-13932 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Business Services Corp.		09-13933 (KJC)	2,505	249
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 2,505	$ 249

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Shared Services Corp.		09-13934 (KJC)	718,598	929,578
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 718,598	$ 929,578

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Business Serv. Holding Corp.		09-13935 (KJC)	335	10
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 335	$ 10

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Great Expectations Franchise Corp.		09-13936 (KJC)	585	238
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 585	$ 238

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Mortgage Corp. USA		09-13937 (KJC)	549	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 549	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Mortgage Holding Company		09-13938 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Auto Finance Corporation		09-13939 (KJC)	325	1,316
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ 1,316

MOR-1

United States Bankruptcy Court
District of Delaware
							Chapter 11
In Re: Advanta Corp., et al.							Case No. 09-13931 (KJC)
Debtors							Reporting Period: May 1, 2010 to May 31, 2010

CASH DISBURSEMENTS JOURNALS


Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Great Expectations Management Corp.		09-13940 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advantennis Corp.		09-13941 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Investment Corp.		09-13942 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Advertising Inc.		09-13943 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Finance Corp.		09-13944 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Great Expectations International Inc.		09-13945 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Ventures Inc.		09-14125 (KJC)	325	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Advanta Credit Card Rec. Corp.		09-14127 (KJC)	1,913	-
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 1,913	$ -

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
ideablob Corp.		09-14129 (KJC)	325	705
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 325	$ 705

MOR-1

United States Bankruptcy Court
District of Delaware
							Chapter 11
In Re: Advanta Corp., et al.							Case No. 09-13931 (KJC)
Debtors							Reporting Period: May 1, 2010 to May 31, 2010

CASH DISBURSEMENTS JOURNALS


Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
BizEquity Corp.		09-14130 (KJC)	2,327	1,400
Total Disbursements			-	-
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 2,327	$ 1,400

Debtor		Case No.	Apr	May	Jun	Quarterly Disb.	Fees
Total
Total Disbursements			2,852,362	3,437,685
	Less: Transfers to Debtor in Possession Accounts		-	-
	Plus: Estate Disbursements Made by Outside Sources		-	-
Total Disbursements For Calculating U.S. Trustee Quarterly Fees			$ 2,852,362	$ 3,437,685


						TOTAL FEES	$ -

MOR-1

UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE
In Re:		Chapter 11
Advanta Corp., et al.		Case No. 09-13931 (KJC)
Debtors		Reporting Period: May 1, 2010 to May 31, 2010

Statement with Respect to Bank Account Reconciliations, Bank Statements and Bank Accounts

For the Period From May 1, 2010 to May 31, 2010

Bank Account Reconciliations

The Debtors affirm that bank reconciliations were prepared for all open and active Debtor bank accounts as of May 31, 2010.

Bank Statements and Bank Accounts

The Debtors affirm that bank statements for all open and active bank accounts are retained by the Debtors. There were no bank accounts opened by the Debtors during the current reporting period. Attached is a list of Debtors’ bank accounts and balances as of May 31, 2010.

MOR-1a


List of Bank Accounts for Debtor Entities
			May 31, 2010
	Debtor Case No.	Bank	Bank Balance
Advanta Corp. Cash Accounts
Master Concentration (#XXX2271)	09-13931 (KJC)	Republic First Bank	$ 28,706,425.53
Accounts Payable (#XXX2328)	09-13931 (KJC)	Republic First Bank	369,024.73
Care Assistance (#XXX2336)	09-13931 (KJC)	Republic First Bank	121,032.75
ACH Taxes (#XXX2344)	09-13931 (KJC)	Republic First Bank	0.01
Utilities Escrow Account (#XXX5890)	09-13931 (KJC)	Republic First Bank	29,000.00
Wachovia Payroll Account (#XXXXXXXXX7257)	09-13931 (KJC)	Wachovia	10,359.06

Total Advanta Corp.			29,235,842.08

Entity Level Cash Accounts
Advanta Shared Services Corp. (#XXX3235)	09-13934 (KJC)	Republic First Bank	105,028.03
Advanta Credit Card Receivables Corp. (#XXX3332)	09-14127 (KJC)	Republic First Bank	17,356.74
Advanta Advertising (#XXX3006)	09-13943 (KJC)	Republic First Bank	990.00
Advanta Auto Finance (#XXX3014)	09-13939 (KJC)	Republic First Bank	84,046.63
Advanta Business Services Corp. (#XXX3030)	09-13933 (KJC)	Republic First Bank	844,027.03
Advanta Business Services Holding Corp. (#XXX3049)	09-13935 (KJC)	Republic First Bank	1,118,285.97
Advanta Finance Corp. (#XXX3065)	09-13944 (KJC)	Republic First Bank	4,990.00
Advanta Investment Corp. (#XXX3189)	09-13942 (KJC)	Republic First Bank	4,990.00
Advanta Mortgage Corp. USA (#XXX3200)	09-13937 (KJC)	Republic First Bank	49,990.00
Advanta Mortgage Holding Corp. (#XXX3219)	09-13938 (KJC)	Republic First Bank	90.00
Advanta Service Corp. (#XXX3227)	09-13932 (KJC)	Republic First Bank	1,643.73
Advanta Ventures Inc. (#XXX3391)	09-14125 (KJC)	Republic First Bank	90.00
Advantennis Corp. (#XXX3243)	09-13941 (KJC)	Republic First Bank	61,446.51
BizEquity Corp. (#XXX3286)	09-14130 (KJC)	Republic First Bank	100.00
ideablob Corp. (#XXX3251)	09-14129 (KJC)	Republic First Bank	65,584.98

Total Entity Level			2,358,659.62

Total Cash Accounts			31,594,501.70

Advanta Corp. Investment Account
Dreyfus Treasury Prime Cash Management Fund (#XXXXX4719)	09-13931 (KJC)		77,453,588.71


Total Cash & Investments			$ 109,048,090.41

MOR-1a

United States Bankruptcy Court
District of Delaware
In Re: Advanta Corp., et al.									Chapter 11
Debtors									Case No. 09-13931 (KJC)
									Reporting Period: May 1, 2010 to May 31, 2010

Schedule of Retained Professionals Fees and Expenses Paid


								Petition Date to
				Check		Amount Paid (A)		End of Reporting Period
Payee	Period Covered	Total Amount Sought	Payor	Number	Date	Fees	Expenses	Fees	Expenses
Garden City Group	3/1/10 - 3/31/10	$ 5,315.96	Advanta Corp.	1774	5/13/2010	$ 5,125.00	$ 190.96	(B)	(B)
Garden City Group	4/1/10 - 4/30/10	$ 103,006.81	Advanta Corp.	1823	5/28/2010	$ 92,442.96	$10,525.39	(B)	(B)
Alvarez & Marsal	2/1/10 - 2/28/10	$ 256,807.77	Advanta Corp.	Wire	5/28/2010	$204,774.00	$ 840.27	$722,444.40	$ 22,195.08
FTI Consulting	2/1/10 - 2/28/10	$ 331,726.13	Advanta Corp.	Wire	5/28/2010	$261,948.80	$ 4,290.13	$542,190.00	$ 4,926.87
KPMG	2/1/10 - 2/28/10	$ 139,545.78	Advanta Corp.	1733	5/7/2010	$111,335.02	$ 377.00	(C)	(C)
KPMG	3/1/10 - 3/31/10	$ 212,814.68	Advanta Corp.	1824	5/28/2010	$169,795.74	$ 570.00	(C)	(C)
Weil, Gotshal & Manges	1/1/10 - 1/31/10	$ 398,905.70	Advanta Corp.	Wire	5/28/2010	$315,513.60	$ 4,513.70	$645,671.80	$ 14,952.42
Warren H. Smith & Assoc			Advanta Corp.					$ 260.00	$ -
Latham & Watkins	1/1/10 - 1/31/10	$ 345,706.97	Advanta Corp.	Wire	5/13/2010	$274,385.20	$ 2,725.47	(D)	(D)
Latham & Watkins	2/1/10 - 2/28/10	$ 322,018.87	Advanta Corp.	Wire	5/20/2010	$254,528.40	$ 3,858.37	(D)	(D)
Richards, Layton & Finger	3/1/10 - 3/31/10	$ 45,346.74	Advanta Corp.	Wire	5/28/2010	$ 34,510.40	$ 2,208.74	$155,517.60	$ 15,510.35

(A) "Amounts Paid" reflect 20% of fees heldback from certain professionals, as required by orders of the Court.

(B) The cumulative fees and expenses paid to Garden City Group for the period from petition date to end of reporting period, including both payments
listed above, are $257,070.93 for fees and $39,563.91 for expenses. The amount of fees paid for the 4/1/10 to 4/30/10 period is $38.46 lower
than total amount sought due to a duplicate application of a payment credit. The $38.46 will be remitted in June.

(C) The cumulative fees and expenses paid to KPMG for the period from petition date to end of reporting period, including both of the payments
listed above, are $597,426.70 for fees and $7,631.65 for expenses.

(D) The cumulative fees and expenses paid to Latham & Watkins for the period from petition date to end of reporting period, including both of the payments
listed above, are $723,806.00 for fees and $7,346.43 for expenses.

MOR-1b

UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE
In Re:		Chapter 11
Advanta Corp., et al.		Case No. 09-13931 (KJC)
Debtors		Reporting Period: May 1, 2010 to May 31, 2010

Note Regarding Bank Subsidiaries

The Federal Deposit Insurance Corporation (the “FDIC”) and the Utah Division of Financial Institutions closed Advanta Bank Corp. (“ABC”), a wholly-owned subsidiary of Advanta Corp., and the FDIC was appointed the receiver of ABC effective March 19, 2010. As a result, the FDIC assumed all of ABC’s deposits and controls all of ABC’s assets. Advanta Corp. expects no recovery from the FDIC for Advanta Corp.’s ownership interest in ABC. The book value of Advanta Corp.’s investment in the stock of Advanta Bank Corp. was reduced to zero as of March 19, 2010. As a result, Advanta Corp.’s income statement for the period from petition date to May 31, 2010 includes a $63 million loss that is classified as equity in earnings (loss) of subsidiaries. As previously disclosed, Advanta Corp. does not expect that any of the proceeds associated with the liquidation of the assets of ABC will be distributed to Advanta Corp. or its stakeholders, including stockholders and creditors, on account of Advanta Corp.’s equity interest in ABC. The balance sheets of the Debtors as of May 31, 2010 included approximately $18 million of net assets related to ABC, which include claims against ABC for deposits and various types of intercompany receivables. The Debtors may have additional claims related to ABC in addition to these amounts.

On March 26, 2010, Advanta Bank, an indirect subsidiary of Advanta Corp. and an inactive Delaware bank that is in the process of liquidation, entered into a settlement agreement with the FDIC. As previously disclosed, the FDIC assessed cross-guarantee liability against Advanta Bank in relation to deposit liabilities of ABC, based on the common ownership of the two banks. Advanta Bank was also, as previously disclosed, involved in regulatory, administrative and judicial proceedings with the FDIC. The settlement agreement between Advanta Bank and the FDIC settled the cross-guarantee liability and Advanta Bank’s regulatory, administrative and judicial proceedings with the FDIC. As part of the settlement agreement, Advanta Bank agreed to transfer to the FDIC all of the cash, loans, securities, accounts receivable and other assets of Advanta Bank with the parties agreeing that this transfer would fully satisfy the cross-guarantee liability that was asserted by the FDIC. The settlement agreement also contains mutual releases from each of the parties against the other. Advanta Bank recognized a charge of $4.5 million associated with the settlement agreement, which is reflected in Advanta Corp.’s income statement for the period from petition date to May 31, 2010 as part of equity in earnings (loss) of subsidiaries. The balance sheets of the Debtors as of May 31, 2010 have no amounts related to Advanta Bank.

INCOME STATEMENTS
FOR THE MONTH ENDED MAY 31, 2010
(Unaudited)
		Advanta Business	Advanta	Advanta
		Services	Business	Shared	Advanta	Advanta		Advanta	Advanta
	Advanta Corp.	Holding Corp.	Services Corp.	Services Corp.	Service Corp.	Advertising Inc.	Advantennis Corp.	Investment Corp.	Mortgage Holding Co.
(In thousands)	09-13931 (KJC)	09-13935(KJC)	09-13933 (KJC)	09-13934 (KJC)	09-13932 (KJC)	09-13943 (KJC)	09-13941 (KJC)	09-13942(KJC)	09-13938(KJC)

Net interest income	$ 4	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0

Provision for credit losses	0	0	0	0	0	0	0	0	0

Net interest income after
provision for credit losses	4	0	0	0	0	0	0	0	0

Noninterest revenues (losses):
Insurance revenues, net	0	0	0	0	0	0	0	0	0
Equity in earnings of subs	(392)	(0)	0	0	0	(0)	0	0	1
Intercompany management fees	10	0	0	0	0	0	0	0	0
Other noninterest revenue	(18)	0	0	0	0	0	0	0	0
Total noninterest revenues (losses)	(400)	(0)	0	0	0	(0)	0	0	1

Operating expenses:
Personnel expense	678	0	0	340	0	0	0	0	0
External processing	1	0	0	2	0	0	0	0	0
Postage expense	1	0	0	3	0	0	0	0	0
Professional fees	9	0	0	46	0	0	0	0	0
Consultant fees	84	0	0	11	0	0	0	0	0
Fraud losses	0	0	0	0	0	0	0	0	0
Equipment expense	4	0	0	63	0	0	0	0	0
Telephone expense	0	0	0	13	0	0	0	0	0
Occupancy expense	48	0	0	134	0	0	0	0	0
Intercompany servicing fees	28	0	0	0	0	0	0	0	0
Visa indemnification	(1,013)	0	0	0	0	0	0	0	0
Other expenses	117	0	0	217	0	0	0	0	0
Total operating expenses	(42)	0	0	830	1	0	0	0	0

Reorg. exp. - Professional fees	1,913	0	0	0	0	0	0	0	0
Reorg. exp. - Severance	0	0	0	6	0	0	0	0	0
Reorg. exp. - Trustee quarterly fees	1	0	0	2	0	0	0	0	0
Reorganization items	1,914	0	0	7	0	0	0	0	0

Pretax income (loss)	(2,268)	(0)	(0)	(837)	(1)	(0)	(0)	(0)	1

Income tax expense (benefit)	0	0	0	0	0	0	0	0	0

Net income (loss)	$ (2,268)	$ (0)	$ (0)	$ (837)	$ (1)	$ (0)	$ (0)	$ (0)	$ 1

Note: The Income Statements were prepared on an accrual basis and include the financial results for the Debtor entities. The statements do not eliminate intercompany revenues, costs or management fees. These Income Statements do not include the financial results of non-debtor entities controlled by the Debtors and therefore, do not represent the consolidated financial results of Advanta Corp.

									MOR-2a

INCOME STATEMENTS
FOR THE MONTH ENDED MAY 31, 2010
(Unaudited)
									Great
	Advanta Auto	Advanta	Advanta	Advanta				Great	Expectations	Great
	Finance Corp.	Mortgage Corp. USA	Finance Corp.	Credit Card Rec. Corp.	Advanta Ventures Inc.	BizEquity Corp.	ideablob Corp.	Expectations Int'l Inc.	Franchise Corp.	Expectations Mgmt. Corp.
(In thousands)	09-13939 (KJC)	09-13937(KJC)	09-13944 (KJC)	09-14127 (KJC)	09-14125 (KJC)	09-14130 (KJC)	09-14129 (KJC)	09-13945 (KJC)	09-13936 (KJC)	09-13940 (KJC)

Net interest income	$ 0	$ 0	$ 0	$ 622	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0

Provision for credit losses	0	0	0	0	0	0	0	0	0	0

Net interest income after
provision for credit losses	0	0	0	622	0	0	0	0	0	0

Noninterest revenues (losses):
Insurance revenues, net	0	0	0	2	0	0	0	0	0	0
Equity in earnings of subs	0	(0)	0	0	(1)	0	0	(0)	0	0
Intercompany management fees	0	0	0	0	0	0	0	0	0	0
Other noninterest revenue	2	0	0	7	0	0	0	0	0	0
Total noninterest revenues (losses)	2	(0)	0	8	(1)	0	0	(0)	0	0

Operating expenses:
Personnel expense	0	0	0	0	0	0	0	0	0	0
External processing	0	0	0	0	0	0	0	0	0	0
Postage expense	0	0	0	0	0	0	0	0	0	0
Professional fees	0	0	0	0	0	0	0	0	0	0
Consultant fees	0	0	0	0	0	0	0	0	0	0
Fraud losses	0	0	0	(0)	0	0	0	0	0	0
Equipment expense	0	0	0	0	0	0	0	0	0	0
Telephone expense	0	0	0	0	0	0	0	0	0	0
Occupancy expense	0	0	0	0	0	0	0	0	0	0
Intercompany servicing fees	0	0	0	125	0	0	0	0	0	0
Visa indemnification	0	0	0	0	0	0	0	0	0	0
Other expenses	0	0	0	0	0	0	0	0	0	0
Total operating expenses	0	0	0	125	0	0	0	0	0	0

Reorg. exp. - Professional fees	0	0	0	0	0	0	0	0	0	0
Reorg. exp. - Severance	0	0	0	0	0	0	0	0	0	0
Reorg. exp. - Trustee quarterly fees	0	0	0	0	0	0	0	0	0	0
Reorganization items	0	0	0	0	0	0	0	0	0	0

Pretax income (loss)	1	(0)	(0)	505	(1)	(0)	(0)	(0)	(0)	0

Income tax expense (benefit)	0	0	0	0	0	0	0	0	0	0

Net income (loss)	$ 1	$ (0)	$ (0)	$ 505	$ (1)	$ (0)	$ (0)	$ (0)	$ (0)	$ 0

Note: The Income Statements were prepared on an accrual basis and include the financial results for the Debtor entities. The statements do not eliminate intercompany revenues, costs or management fees. These Income Statements do not include the financial results of non-debtor entities controlled by the Debtors and therefore, do not represent the consolidated financial results of Advanta Corp.

										MOR-2a

INCOME STATEMENTS
FOR THE PERIOD FROM PETITION DATE THROUGH MAY 31, 2010
(Unaudited)
			Advanta	Advanta
		Advanta Business	Business	Shared
	Advanta Corp.	Services Holding Corp.	Services Corp.	Services Corp.	Advanta Service Corp.	Advanta Advertising Inc.	Advantennis Corp.	Advanta Investment Corp.	Advanta Mortgage Holding Co.
(In thousands)	09-13931 (KJC)	09-13935 (KJC)	09-13933 (KJC)	09-13934 (KJC)	09-13932 (KJC)	09-13943 (KJC)	09-13941 (KJC)	09-13942 (KJC)	09-13938 (KJC)

Net interest income	$ 151	$ 33	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0

Provision for credit losses	0	0	0	0	0	0	0	0	0

Net interest income after
provision for credit losses	151	33	0	0	0	0	0	0	0

Noninterest revenues (losses):
Securitization income	0	2,050	0	0	0	0	0	0	0
Other revenues, net:
Insurance revenues, net	0	0	0	0	0	0	0	0	0
Equity in earnings of subs	(248,687)	19	0	0	0	(2,384)	0	(0)	1
Intercompany management fees	145	0	0	7,169	0	0	0	0	0
Other noninterest revenue	90	0	23	0	0	0	0	0	0
Total other revenues, net	(248,452)	19	23	7,169	0	(2,384)	0	(0)	1

Total noninterest revenues (losses)	(248,452)	2,069	23	7,169	0	(2,384)	0	(0)	1

Operating expenses:
Personnel expense	3,075	0	0	1,646	0	0	0	0	0
External processing	17	0	0	26	0	0	0	0	0
Advertising expense	1	0	0	13	0	0	383	0	0
Postage expense	5	0	0	9	0	0	0	0	0
Professional fees (A)	64	0	0	(303)	0	0	0	0	0
Consultant fees	756	0	0	(4)	0	0	0	0	0
Fraud losses	0	0	0	0	0	0	0	0	0
Equipment expense	48	0	0	694	2	0	0	0	0
Telephone expense	9	0	0	101	0	0	0	0	0
Occupancy expense	48	0	0	2,783	2	0	0	0	0
Intercompany servicing fees	6,532	0	0	0	0	0	0	0	0
Visa indemnification	(1,013)	0	0	0	0	0	0	0	0
Other expenses	1,655	0	3	1,404	0	0	2,000	0	0
Total operating expenses	11,197	0	3	6,370	5	0	2,383	0	0

Reorg. exp. - Professional fees	10,172	0	0	0	0	0	0	0	0
Reorg. exp. - Severance	967	0	0	164	0	0	0	0	0
Reorg. exp. - Trustee quarterly fees	28	1	1	21	1	1	1	1	1
Reorg. exp. - Other	5	0	0	0	0	0	0	0	0
(Gain) loss on asset sales	(628)	0	0	0	0	0	0	0	0
Reorganization items	10,544	1	1	185	1	1	1	1	1

Pretax income (loss)	(270,042)	2,102	19	613	(5)	(2,385)	(2,384)	(1)	(0)

Income tax expense (benefit)	(50,272)	0	0	0	0	0	0	0	0

Net income (loss)	$ (219,770)	$ 2,102	$ 19	$ 613	$ (5)	$ (2,385)	$ (2,384)	$ (1)	$ (0)

Note: The Income Statements were prepared on an accrual basis and include the financial results for the Debtor entities. The statements do not eliminate intercompany revenues, costs or management fees. These Income Statements do not include the financial results of non-debtor entities controlled by the Debtors and therefore, do not represent the consolidated financial results of Advanta Corp.

(A) In March 2010, Advanta Shared Services Corp. reversed $897 thousand of accrued audit fees, $697 thousand of which had been accrued pre-petition, when it was
determined that an audit of fiscal year 2009 would not be needed for a Form 10-K.
									MOR-2b

INCOME STATEMENTS
FOR THE PERIOD FROM PETITION DATE THROUGH MAY 31, 2010
(Unaudited)
									Great
			Advanta	Advanta				Great	Expectations	Great
	Advanta Auto Finance Corp.	Advanta Mortgage Corp. USA	Finance Corp.	Credit Card Rec. Corp.	Advanta Ventures Inc.	BizEquity Corp.	ideablob Corp.	Expectations Int'l Inc.	Franchise Corp.	Expectations Mgmt. Corp.
(In thousands)	09-13939 (KJC)	09-13937 (KJC)	09-13944 (KJC)	09-14127 (KJC)	09-14125 (KJC)	09-14130 (KJC)	09-14129 (KJC)	09-13945 (KJC)	09-13936 (KJC)	09-13940 (KJC)

Net interest income	$ 0	$ 0	$ 0	$ 3,490	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0

Provision for credit losses	0	0	0	3,883	0	0	0	0	0	0

Net interest income after provision for
credit losses	0	0	0	(393)	0	0	0	0	0	0

Noninterest revenues (losses):
Securitization income	0	0	0	0	0	0	0	0	0	0
Other revenues, net:
Insurance revenues, net	0	0	0	20	0	0	0	0	0	0
Equity in earnings of subs	0	(1)	0	0	(178)	0	0	(4)	0	0
Intercompany management fees	0	0	0	0	0	0	0	0	0	0
Other noninterest revenue	5	0	0	36	0	0	0	0	0	0
Total other revenues, net	5	(1)	0	55	(178)	0	0	(4)	0	0

Total noninterest revenues (losses)	5	(1)	0	55	(178)	0	0	(4)	0	0

Operating expenses:
Personnel expense	0	0	0	0	0	(34)	(79)	0	0	0
External processing	0	0	0	0	0	0	0	2	1	0
Advertising expense	0	0	0	0	0	2	0	0	0	0
Postage expense	0	0	0	0	0	0	0	0	0	0
Professional fees	0	0	0	0	0	1	1	0	0	0
Consultant fees	0	0	0	0	0	15	1	0	0	0
Fraud losses	0	0	0	1	0	0	0	0	0	0
Equipment expense	0	0	0	0	0	48	0	0	0	0
Telephone expense	0	0	0	0	0	1	(0)	0	0	0
Occupancy expense	0	0	0	0	0	0	0	0	0	0
Intercompany servicing fees	0	0	0	922	0	0	0	0	0	0
Visa indemnification	0	0	0	0	0	0	0	0	0	0
Other expenses	1	0	0	4	0	55	7	0	0	0
Total operating expenses	1	0	0	927	0	89	(70)	2	2	0

Reorg. exp. - Professional fees	0	0	0	0	0	0	0	0	0	0
Reorg. exp. - Severance	0	0	0	0	0	59	97	0	0	0
Reorg. exp. - Trustee quarterly fees	1	1	1	1	1	2	1	0	2	0
Reorg. exp. - Other	0	0	0	0	0	0	0	0	0	0
(Gain) loss on asset sales	0	0	0	0	0	0	0	0	0	0
Reorganization items	1	1	1	1	1	60	98	0	2	0

Pretax income (loss)	3	(2)	(1)	(1,266)	(179)	(149)	(29)	(5)	(4)	0

Income tax expense (benefit)	0	0	0	0	0	0	0	0	0	0

Net income (loss)	$ 3	$ (2)	$ (1)	$ (1,266)	$ (179)	$ (149)	$ (29)	$ (5)	$ (4)	$ 0

Note: The Income Statements were prepared on an accrual basis and include the financial results for the Debtor entities. The statements do not eliminate intercompany revenues, costs or management fees. These Income Statements do not include the financial results of non-debtor entities controlled by the Debtors and therefore, do not represent the consolidated financial results of Advanta Corp.

										MOR-2b

BALANCE SHEETS
AS OF MAY 31, 2010
(Unaudited)

		Advanta Business	Advanta	Advanta		Advanta			Advanta
	Advanta Corp.	Services Holding Corp.	Business Services Corp.	Shared Services Corp.	Advanta Service Corp.	Advertising Inc.	Advantennis Corp.	Advanta Investment Corp.	Mortgage Holding Co.
(In thousands)	09-13931 (KJC)	09-13935 (KJC)	09-13933 (KJC)	09-13934 (KJC)	09-13932 (KJC)	09-13943 (KJC)	09-13941 (KJC)	09-13942 (KJC)	09-13938 (KJC)

ASSETS
Cash:
Intercompany cash at Advanta Bank Corp.	$ 10	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0
External cash	28,869	1,118	844	105	2	1	61	5	0
Total cash	28,879	1,118	844	105	2	1	61	5	0
Intercompany restricted
interest-bearing deposits at Advanta Bank Corp.	1,200	0	0	0	0	0	0	0	0
Investments available for sale	79,544	0	0	0	0	0	0	0	0
Receivables, net	1,249	0	0	0	0	0	0	0	0
Premises and equipment:
Premises and equipment, gross	520	0	0	18,190	653	0	0	0	0
Accumulated depreciation	(399)	0	0	(12,151)	(642)	0	0	0	0
Premises and equipment, net	121	0	0	6,039	11	0	0	0	0
Other assets:
Investment in subsidiaries	(97,337)	5,601	0	0	0	(16,263)	0	52	19,873
Charged-off receivable asset	933	0	0	0	0	0	0	0	0
Intercompany receivables	180,105	0	15,774	6,389	190	0	0	711	0
Tax assets	7,957	25,790	0	1,128	4,324	0	4,276	0	0
Other assets	49,170	6,130	0	394	0	0	0	0	0
Total other assets	140,828	37,521	15,774	7,911	4,514	(16,263)	4,276	763	19,873
Total assets	$ 251,821	$ 38,639	$ 16,618	$ 14,055	$ 4,527	$ (16,262)	$ 4,338	$ 768	$ 19,873

LIABILITIES NOT SUBJECT TO COMPROMISE
Intercompany line of credit payable	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0
Intercompany advance payables	181	1	5	281	1	1	1	1	1
Other liabilities	8,490	0	0	585	0	0	0	0	0
Total liabilities not subject to compromise	8,670	1	5	867	1	1	1	1	1

LIABILITIES SUBJECT TO COMPROMISE
Debt (A)	135,709	0	0	0	0	0	0	0	0
Intercompany line of credit payable	0	0	0	537	0	0	3,212	0	0
Subordinated debt payable to preferred
securities trust	92,290	0	0	0	0	0	0	0	0
Other liabilities:
Intercompany advance payables	454	34,715	6	9,505	27,438	2,006	17,388	19,566	7,025
Current income taxes payable	18,534	12,116	10,954	931	0	0	0	20,497	2,263
Unrecognized tax benefits	14,886	0	0	0	0	0	0	0	0
Other liabilities	32,042	0	53	1,111	2	0	0	0	0
Total other liabilities	65,916	46,831	11,012	11,548	27,440	2,006	17,388	40,063	9,288
Total liabilities subject to compromise	293,916	46,831	11,012	12,085	27,440	2,006	20,600	40,063	9,288

Total liabilities	302,586	46,832	11,017	12,951	27,441	2,007	20,601	40,064	9,289

Stockholders' equity	(50,765)	(8,193)	5,601	1,103	(22,914)	(18,269)	(16,263)	(39,296)	10,585

Total liabilities and equity	$ 251,821	$ 38,639	$ 16,618	$ 14,055	$ 4,527	$ (16,262)	$ 4,338	$ 768	$ 19,873

Note: The Balance Sheets were prepared on an accrual basis and include the financial results of the Debtor entities. The Statements do not eliminate intercompany assets, intercompany liabilities or investments in subsidiaries. These Balance Sheets do not include the financial results of non-debtor entities controlled by the Debtors and therefore, do not represent the consolidated financial results of Advanta Corp. Intercompany receivables on the Balance Sheets of the Debtors are not reduced by a reserve for uncollectible amounts. The full amounts of intercompany receivables may not be collectible.

(A) In January 2010, $2.4 million of Advanta Corp. outstanding checks to retail noteholders were reclassified from cash to debt on the Balance Sheet.
									MOR-3a

United States Bankruptcy Court
District of Delaware
		Chapter 11
In Re: Advanta Corp., et al.		Case No. 09-13931 (KJC)
Debtors	Reporting Period: May 1, 2010 to May 31, 2010

BALANCE SHEETS
AS OF MAY 31, 2010
(Unaudited)

(In thousands)	Advanta Auto Finance Corp.	Advanta Mortgage Corp. USA	Advanta Finance Corp.	Advanta Credit Card Rec. Corp.	Advanta Ventures Inc.	BizEquity Corp.	ideablob Corp.	Great Expectations Int'l Inc.	Great Expectations Franchise Corp.	Great Expectations Mgmt. Corp.
	09-13939 (KJC)	09-13937 (KJC)	09-13944 (KJC)	09-14127 (KJC)	09-14125 (KJC)	09-14130 (KJC)	09-14129 (KJC)	09-13945 (KJC)	09-13936 (KJC)	09-13940 (KJC)
ASSETS
Cash:
Intercompany cash at Advanta Bank Corp.	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0
External cash	84	50	5	17	0	0	66	0	0	0
Total cash	84	50	5	17	0	0	66	0	0	0
Intercompany restricted
interest-bearing deposits at Advanta Bank Corp.	0	0	0	0	0	0	0	0	0	0
Investments available for sale	0	0	0	0	0	0	0	0	0	0
Receivables, net	0	0	0	26,898	0	0	0	0	0	0
Premises and equipment:
Premises and equipment, gross	0	0	0	0	0	0	0	0	0	0
Accumulated depreciation	0	0	0	0	0	0	0	0	0	0
Premises and equipment, net	0	0	0	0	0	0	0	0	0	0
Other assets:
Investment in subsidiaries	0	48,068	0	0	(18,598)	0	0	1	0	0
Charged-off receivable asset	0	0	0	0	0	0	0	0	0	0
Intercompany receivables	6	0	44,468	0	0	0	0	0	1	0
Tax assets	0	20,285	4,859	5,544	0	0	0	0	0	0
Other assets	0	0	0	269	0	0	0	0	0	0
Total other assets	6	68,352	49,327	5,813	(18,598)	0	0	1	1	0
Total assets	$ 90	$ 68,402	$ 49,332	$ 32,728	$ (18,598)	$ 0	$ 66	$ 1	$ 1	$ 0

LIABILITIES NOT SUBJECT TO COMPROMISE
Intercompany line of credit payable	$ 0	$ 0	$ 0	$ 0	$ 0	$ 42	$ 0	$ 0	$ 0	$ 0
Intercompany advance payables	2	1	1	923	1	36	43	0	0	0
Other liabilities	0	0	0	0	0	12	93	0	0	0
Total liabilities not subject to compromise	2	1	1	923	1	89	136	0	0	0

LIABILITIES SUBJECT TO COMPROMISE
Debt	0	0	0	0	0	0	0	0	0	0
Intercompany line of credit payable	0	0	0	25,710	0	137	15,099	0	0	0
Subordinated debt payable to preferred
securities trust	0	0	0	0	0	0	0	0	0	0
Other liabilities:
Intercompany advance payables	2	46,357	965	10,525	0	2,099	1,060	0	0	0
Current income taxes payable	906	0	0	0	0	0	0	0	0	0
Unrecognized tax benefits	0	0	0	0	0	0	0	0	0	0
Other liabilities	0	1,350	299	0	0	30	13	0	0	0
Total other liabilities	909	47,706	1,264	10,525	0	2,129	1,073	0	0	0
Total liabilities subject to compromise	909	47,706	1,264	36,235	0	2,266	16,172	0	0	0

Total liabilities	911	47,708	1,265	37,158	1	2,356	16,308	0	0	0

Stockholders' equity	(821)	20,695	48,068	(4,430)	(18,599)	(2,356)	(16,242)	1	1	0

Total liabilities and equity	$ 90	$ 68,402	$ 49,332	$ 32,728	$ (18,598)	$ 0	$ 66	$ 1	$ 1	$ 0

Note: The Balance Sheets were prepared on an accrual basis and include the financial results of the Debtor entities. The Statements do not eliminate intercompany assets, intercompany liabilities or investments in subsidiaries. These Balance Sheets do not include the financial results of non-debtor entities controlled by the Debtors and therefore, do not represent the consolidated financial results of Advanta Corp. Intercompany receivables on the Balance Sheets of the Debtors are not reduced by a reserve for uncollectible amounts. The full amounts of intercompany receivables may not be collectible.
										MOR-3a

United States Bankruptcy Court
District of Delaware
									Chapter 11
In Re: Advanta Corp., et al.									Case No. 09-13931 (KJC)
Debtors									Reporting Period: May 1, 2010 to May 31, 2010

BALANCE SHEETS
AS OF PETITION DATE
(Unaudited)

	Advanta Corp.	Advanta Business Services Holding Corp.	Advanta Business Services Corp.	Advanta Shared Services Corp.	Advanta Service Corp.	Advanta Advertising Inc.	Advantennis Corp.	Advanta Investment Corp.	Advanta Mortgage Holding Co.
(In thousands)	09-13931 (KJC)	09-13935 (KJC)	09-13933 (KJC)	09-13934 (KJC)	09-13932 (KJC)	09-13943 (KJC)	09-13941 (KJC)	09-13942 (KJC)	09-13938 (KJC)

ASSETS
Cash:
Intercompany cash at Advanta Bank Corp.	$ 1,661	$ 0	$ 0	$ 23	$ 0	$ 0	$ 0	$ 0	$ 0
External cash	19,025	6	820	343	2	1	61	5	0
Total cash	20,686	6	820	366	2	1	61	5	0
Intercompany restricted
interest-bearing deposits at Advanta Bank Corp.	1,258	0	0	0	0	0	0	0	0
Investments available for sale	78,254	0	0	0	0	0	0	0	0
Receivables, net	1,580	0	0	0	0	0	0	0	0
Accounts receivable from securitizations	0	5,350	0	0	0	0	0	0	0
Premises and equipment:
Premises and equipment, gross	516	0	0	17,763	653	0	0	0	0
Accumulated depreciation	(350)	0	0	(11,385)	(638)	0	0	0	0
Premises and equipment, net	167	0	0	6,378	16	0	0	0	0
Other assets:
Investment in subsidiaries	(16,176)	5,582	0	0	0	(13,879)	0	52	19,873
Charged-off receivable asset	2,445	0	0	0	0	0	0	0	0
Intercompany receivables	197,621	0	15,774	1,293	190	0	0	711	0
Tax assets	0	26,616	5,418	1,158	5,071	0	4,276	850	0
Other assets	49,674	0	0	8,167	0	0	2,383	0	0
Total other assets	233,564	32,198	21,193	10,617	5,261	(13,879)	6,659	1,613	19,873
Total assets	$ 335,508	$ 37,554	$ 22,013	$ 17,362	$ 5,279	$ (13,878)	$ 6,721	$ 1,618	$ 19,873

LIABILITIES SUBJECT TO COMPROMISE
Debt	$ 133,277	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0
Intercompany line of credit payable	0	0	0	1,486	0	0	3,210	0	0
Subordinated debt payable to preferred
securities trust	92,290	0	0	0	0	0	0	0	0
Other liabilities:
Intercompany accrued interest payable	0	0	0	1	0	0	2	0	0
Intercompany advance payables	34	34,906	6	12,225	27,438	2,006	17,388	19,566	7,025
Current income taxes payable	59,439	12,942	16,372	961	747	0	0	21,348	2,263
Unrecognized tax benefits	14,886	0	0	0	0	0	0	0	0
Other liabilities	34,644	0	53	2,199	2	0	0	0	0
Total other liabilities	109,004	47,848	16,431	15,386	28,187	2,006	17,390	40,913	9,288
Total liabilities subject to compromise	334,570	47,848	16,431	16,872	28,187	2,006	20,600	40,913	9,288

Stockholders' equity	938	(10,294)	5,582	490	(22,908)	(15,884)	(13,879)	(39,295)	10,585

Total liabilities and equity	$ 335,508	$ 37,554	$ 22,013	$ 17,362	$ 5,279	$ (13,878)	$ 6,721	$ 1,618	$ 19,873

Note: The Balance Sheets were prepared on an accrual basis and include the financial results for the Debtor entities. The statements do not eliminate intercompany assets, intercompany liabilities or investments in subsidiaries. These Balance Sheets do not include the financial results of non-debtor entities controlled by the Debtors and therefore, do not represent the consolidated financial results of Advanta Corp. Intercompany receivables on the Balance Sheets of the Debtors are not reduced by a reserve for uncollectible amounts. The full amounts of intercompany receivables may not be collectible.
									MOR-3b

United States Bankruptcy Court
District of Delaware
									Chapter 11
In Re: Advanta Corp., et al.									Case No. 09-13931 (KJC)
Debtors									Reporting Period: May 1, 2010 to May 31, 2010

BALANCE SHEETS
AS OF PETITION DATE
(Unaudited)

	Advanta Auto Finance Corp.	Advanta Mortgage Corp. USA	Advanta Finance Corp.	Advanta Credit Card Rec. Corp.	Advanta Ventures Inc.	BizEquity Corp.	ideablob Corp.	Great Expectations Int'l Corp.	Great Expectations Franchise Corp.	Great Expectations Mgmt. Corp.
(In thousands)	09-13939 (KJC)	09-13937 (KJC)	09-13944 (KJC)	09-14127 (KJC)	09-14125 (KJC)	09-14130 (KJC)	09-14129 (KJC)	09-13945 (KJC)	09-13936 (KJC)	09-13940 (KJC)

ASSETS
Cash:
Intercompany cash at Advanta Bank Corp.	$ 2	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0
External cash	78	50	5	21	0	(10)	57	1	5	0
Total cash	79	50	5	21	0	(10)	57	1	5	0
Intercompany restricted
interest-bearing deposits at Advanta Bank Corp.	0	0	0	0	0	0	0	0	0	0
Investments available for sale	0	0	0	0	0	0	0	0	0	0
Receivables, net	0	0	0	40,286	0	0	0	0	0	0
Accounts receivable from securitizations	0	0	0	0	0	0	0	0	0	0
Premises and equipment:
Premises and equipment, gross	0	0	0	0	0	119	0	0	0	0
Accumulated depreciation	0	0	0	0	0	(47)	0	0	0	0
Premises and equipment, net	0	0	0	0	0	72	0	0	0	0
Other assets:
Investment in subsidiaries	0	48,069	0	0	(18,420)	0	0	5	0	0
Charged-off receivable asset	0	0	0	0	0	0	0	0	0	0
Intercompany receivables	6	0	44,468	0	0	0	0	0	0	0
Tax assets	430	22,311	6,634	5,544	0	0	0	0	0	0
Other assets	0	0	0	458	0	10	0	0	0	0
Total other assets	436	70,380	51,102	6,002	(18,420)	10	0	5	0	0
Total assets	$ 515	$ 70,430	$ 51,107	$ 46,309	$ (18,420)	$ 72	$ 57	$ 6	$ 5	$ 0

LIABILITIES SUBJECT TO COMPROMISE
Debt	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0
Intercompany line of credit payable	0	0	0	40,402	0	137	15,072	0	0	0
Subordinated debt payable to preferred
securities trust	0	0	0	0	0	0	0	0	0	0
Other liabilities:
Intercompany accrued interest payable	0	0	0	4	0	0	27	0	0	0
Intercompany advance payables	3	46,357	965	9,068	0	2,052	1,060	0	0	0
Current income taxes payable	1,336	2,027	1,775	0	0	0	0	0	0	0
Unrecognized tax benefits	0	0	0	0	0	0	0	0	0	0
Other liabilities	0	1,350	299	0	0	89	113	0	0	0
Total other liabilities	1,339	49,733	3,038	9,071	0	2,141	1,199	0	0	0
Total liabilities subject to compromise	1,339	49,733	3,038	49,474	0	2,278	16,271	0	0	0

Stockholders' equity	(824)	20,697	48,069	(3,165)	(18,420)	(2,206)	(16,214)	6	5	0

Total liabilities and equity	$ 515	$ 70,430	$ 51,107	$ 46,309	$ (18,420)	$ 72	$ 57	$ 6	$ 5	$ 0

Note: The Balance Sheets were prepared on an accrual basis and include the financial results for the Debtor entities. The statements do not eliminate intercompany assets, intercompany liabilities or investments in subsidiaries. These Balance Sheets do not include the financial results of non-debtor entities controlled by the Debtors and therefore, do not represent the consolidated financial results of Advanta Corp. Intercompany receivables on the Balance Sheets of the Debtors are not reduced by a reserve for uncollectible amounts. The full amounts of intercompany receivables may not be collectible.
										MOR-3b

UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE
In Re:		Chapter 11
Advanta Corp., et al.		Case No. 09-13931 (KJC)
Debtors		Reporting Period: May 1, 2010 to May 31, 2010

Declaration Regarding the Status of Post Petition Taxes of the Debtors

May 31, 2010

Philip M. Browne hereby declares and states:

I am Chief Financial Officer of Advanta Corp., a corporation organized under the laws of the state of Delaware, which along with certain of its affiliated debtors (collectively, the “Debtors”) are Debtors and Debtors in Possession in the above-captioned chapter 11 cases. In this capacity, I am familiar with Advanta Corp.’s day-to-day operations, businesses, financial affairs and books and records.

Except as otherwise indicated, all facts set forth in this declaration are based upon my personal knowledge of Advanta Corp.’s operations and finances, information learned from my review of relevant documents and information I have received from other members of management or the Debtors’ advisors. As a duly elected and qualified officer of Advanta Corp., I am authorized to submit this declaration on behalf of the Debtors and, if I were called upon to testify, I could and would testify competently to the facts set forth herein. I submit this declaration under penalty of perjury pursuant to 28 U.S.C. § 1746.

To the best of my knowledge, other than as described below, the Debtors have filed all necessary federal, state and local tax returns and made all required post-petition tax payments in connection therewith on a timely basis, or have promptly remediated any late filings or payments that may have occurred due to unintentional oversights. The Debtors, however, have not yet filed certain state and local combined tax returns for the year ended 12/31/2009 because those tax returns either have to be prepared by the Federal Deposit Insurance Corporation ("FDIC-R"), as receiver for Advanta Bank Corp., Advanta Corp.'s wholly-owned bank subsidiary, or require FDIC-R's signature or other information. The Debtors are working with the FDIC-R to complete these tax returns and arrange for payment of any taxes that may be due pursuant to such tax returns.

MOR-4

UNITED STATES BANKRUPTCY COURT DISTRICT OF DELAWARE
In Re: Advanta Corp., et al.		Chapter 11
Debtors		Case No. 09-13931 (KJC)
		Reporting Period: May 1, 2010 to May 31, 2010

Summary of Unpaid Post Petition Accounts Payable



	Current	1 - 30	31 - 60	61 - 90	Over 90	Total
Combined Debtors		$ 4,973.76		$ 252.00		$ 5,225.76

The post petition accounts payable report represents open and outstanding trade vendor invoices that have been entered into the accounts payable system. This summary does not include accruals for invoices not yet received or approved and therefore will differ from the balance sheet on MOR-3a.

MOR-4

United States Bankruptcy Court
District of Delaware
In Re: Advanta Corp., et al.		Chapter 11
Debtors		Case No. 09-13931 (KJC)
		Reporting Period: May 1, 2010 to May 31, 2010

Accounts Receivable Reconciliation and Aging

Accounts Receivable Reconciliation
Total Accounts Receivable at beginning of the reporting period		$ 35,021,744
+ Amounts billed during the period		499,712
- Amounts collected during the period		(1,789,343)
- Other adjustments to Accounts Receivable, including credit memos, discounts		(800,389)
Total Accounts Receivable at ending of the reporting period		$ 32,931,724

Accounts Receivable Aging
0-30 days old		$ 28,893,286
31-60 days old		1,798,166
61-90 days old		1,245,799
91 + days old		994,473
Total Accounts Receivable		32,931,724
Amounts considered uncollectible (Bad Debt)		(4,785,051)
Accounts Receivable (Net)		$ 28,146,673


Accounts Receivable above does not include intercompany receivables.

MOR-5

United States Bankruptcy Court
District of Delaware
In Re: Advanta Corp., et al.		Chapter 11
Debtors		Case No. 09-13931 (KJC)
		Reporting Period: May 1, 2010 to May 31, 2010


Debtor Questionnaire
For the Month Ended May 31, 2010



1	Have any assets been sold or transferred outside the normal course of business this reporting period? If yes, attach explanation.	N
2	Have any funds been disbursed from any account other than a debtor in possession account this reporting period? If yes, attach explanation.	N
3	Have all postpetition tax returns been timely filed? If no, attach explanation. (A)	N
4	Are workers compensation, general liability and other necessary insurance coverages in effect? If no, attach explanation.	Y
5	Has any bank account been opened during the reporting period? If yes, provide documentation identifying the opened account(s). If an investment account has been opened, provide the required documentation pursuant to Delaware Local Rule 4001-3.	N

(A)	The Debtors have not yet filed certain state and local combined tax returns for the year ended 12/31/2009
	because those tax returns either have to be prepared by the FDIC-R, as receiver for Advanta Bank Corp.,
	Advanta Corp.'s wholly-owned bank subsidiary, or require FDIC-R's signature or other information. The Debtors
	are working with the FDIC-R to complete these tax returns and arrange for payment of any taxes that may be
	due pursuant to such tax returns.

MOR-5

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