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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549
                             ______________________

                                    FORM 10-K
                  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
                     OF THE SECURITIES EXCHANGE ACT OF 1934

                   For the fiscal year ended December 31, 1998

                         Commission file number 33-69572
                                                --------

    NationsBank of Delaware, N.A. (as Servicer and on behalf of the NationsBank
    ---------------------------------------------------------------------------
                            Credit Card Master Trust)
                            -------------------------
             (Exact name of registrant as specified in its charter)

United  States  of  America                                  51-0313900
---------------------------                                  ----------
(State  or  other  jurisdiction                              (IRS  Employer
of incorporation or organization)                            Identification No.)

Blue  Hen  Corporate  Center, Route 13, Dover, Delaware                    19901
-------------------------------------------------------                    -----
(Address  of principal executive offices)                             (Zip Code)

Registrant's  telephone  number,  including  area  code          (302)  672-4321

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

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

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  past  90  days.  Yes  [X]  No  [  ]

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 amendment to this
Form  10-K.  [X]

State  the  aggregate market value of the voting stock held by non-affiliates of
the  registrant.  None.

Indicate  the number of shares outstanding of the registrant's classes of common
stock,  as  of  the  latest  practicable  date.  None.

Documents  Incorporated  by  Reference.  None.

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PART  I
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Item  1.     Business
             --------
             Not  applicable.

Item  2.     Properties
             ----------
             Not  applicable.

Item  3.     Legal  Proceedings
             ------------------
             There are no material pending legal proceedings with respect to 
             NationsBank Credit Card Master Trust (the "Trust") involving the
             Trust, The Bank of New York, as Trustee, or NationsBank of 
             Delaware, N.A., as Servicer, other than ordinary routine 
             litigation incidental to the Trust assets or the Trustee's or the 
             Servicer's duties under the applicable Pooling and Servicing 
             Agreement.

Item  4.     Submission  of  Matters  to  a  Vote  of  Security  Holders
             -----------------------------------------------------------
             None.

PART  II
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Item  5.     Market  for  the Registrant's Common Equity and Related Stockholder
             -------------------------------------------------------------------
             Matters
             -----
     (a)     Market  Information.  There is no established public trading market
             for the  Certificates.

     (b)     Holders.  Since  each  of the Certificates was issued in book entry
             form only,  there  is  only  one  holder  of  record  of  each  
             Series  of Certificates.  See  Item  12 below.

     (c)     Dividends.  Not  applicable.

Item  6.     Selected  Financial  Data
             -------------------------
             Not  applicable.

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

PART  III
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Item  10.  Directors  and  Executive  Officers  of  the  Registrant
           --------------------------------------------------------
           Not  applicable.

Item  11.  Executive  Compensation
           -----------------------
           Not  applicable.


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       Item 12. Security Ownership of Certain Beneficial Owners and Management
                   ---------------------------------------------------------
     The  Certificates are represented by one or more certificates registered in
the name of Cede &     Co., the nominee of The Depository Trust Company ("DTC").
An  investor  holding  an interest in     the Trust is not entitled to receive a
certificate  representing  such  interest  except  in limited     circumstances.
Accordingly,  Cede & Co. is the sole holder of record of the Certificates, which
it     holds  on behalf of brokers, dealers, banks and other participants in the
DTC  system.  Such     participants may hold certificates for their own accounts
or  for  the  accounts  of  their  customers.     The  address of Cede & Co. is:
                    Cede  &  Co.
                    c/o  The  Depository  Trust  Company
                    Attention:  Proxy  Department
                    Seven  Hanover  Square
                    New  York,  New  York  10004

Item  13.  Certain  Relationships  and  Related  Transactions
           --------------------------------------------------
     There has not been, and there is not currently proposed, any transaction or
series  of  transactions,  to which either the Trust or NationsBank of Delaware,
N.A.,  as  Servicer, is a party with any Certificateholder, or any member of the
immediate  family  of  any  such Certificateholder, who, to the knowledge of the
Servicer,  owns  of  record  or  beneficially  more  than  five  percent  of the
Certificates.

PART  IV
--------

Item  14.  Exhibits,  Financial  Statement  Schedules,  and  Reports on Form 8-K
           ---------------------------------------------------------------------

     (a)  1.     Not  applicable.
          2.     Not  applicable.
          3.     Exhibits:
                 99.1    Annual  Servicer's  Certificate
                 99.2    Report  of  Independent  Accountants

     (b)     Reports  on  Form  8-K.
             As  Servicer  and on behalf of the NationsBank Credit Card Master 
             Trust, NationsBank  of  Delaware,  N.A.  filed a Current Report on 
             Form 8-K pursuant to Items  5  and  7  for  the  following  monthly
             distribution  dates during 1998, including the Certificateholder's 
             Statements for each due period provided to The Bank of New York,
             as  Trustee.

                          Dates of Reports on Form 8-K
                          ----------------------------

                                January 15, 1998
                                February 17, 1998
                                 March 16, 1998
                                 April 15, 1998
                                  May 15, 1998
                                  June 15, 1998
                                  July 15, 1998
                                 August 17, 1998
                               September 15, 1998
                                October 15, 1998
                                November 16, 1998
                                December 15, 1998

     (c)     The  exhibits  filed as part of this report are listed in the Index
             to  Exhibits  on  page  5.

     (d)     Not  applicable.


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                                    SIGNATURE

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


                    NationsBank  of  Delaware,  N.A.,
                    as  Servicer  and  on  behalf  of
                    NationsBank  Credit  Card  Master  Trust

                    By:  /s/  Suzanne  Castleberry
                         -------------------------
                    Suzanne  Castleberry
                    Vice  President
                    (Duly  Authorized  Officer)


                    Date:   3/30/1999
                            ---------