<PAGE>

                                                                    Exhibit 99.1
                                                                     Page 1 of 1

                          Annual Servicer's Certificate

                          NationsBank of Delaware, N.A.

                      NationsBank Credit Card Master Trust
                      ------------------------------------

     The  undersigned,  a  duly  authorized  representative  of  NationsBank  of
Delaware,  N.A.  ("NationsBank"), as Servicer pursuant to the Master Pooling and
Servicing  Agreement  dated  as of December 1, 1993, as amended June 4, 1996 and
March  31, 1997, (the "Pooling and Servicing Agreement") between NationsBank, as
Transferor  and  Servicer,  and  The  Bank  of New York, as Trustee, does hereby
certify  that:


1.     Capitalized  terms  used  in  this  Officer's  Certificate  have  their
respective  meanings  set  forth  in  the  Pooling  and  Servicing  Agreement.

2.     NationsBank  is  as of the date hereof the Servicer under the Pooling and
Servicing  Agreement.

3.     The  undersigned is duly authorized pursuant to the Pooling and Servicing
Agreement  to  execute  and  deliver  this Officer's Certificate to the Trustee.

4.     The  certificate  is delivered pursuant to Section 3.5 of the Pooling and
Servicing  Agreement.

5.     A review of the activities of the Servicer during the during the calendar
year  ended  December  31,  1998,  and  of its performance under the Pooling and
Servicing  Agreement  was  made  under  my  supervision.

6.     Based  on  such  review,  to the best of the undersigned's knowledge, the
Servicer has fully performed all its obligations under the Pooling and Servicing
Agreement  throughout  such calendar year and no event which, with the giving of
notice  or  passage  of  time  or  both, would constitute a Servicer Default has
occurred  or  is  continuing  except  as  set  forth  in  paragraph  7  below.

7.     The  following  is  a  description  of  each  Servicer  Default under the
provisions  of the Pooling and Servicing Agreement known to me to have been made
during the calendar year ended December 31, 1998, which sets forth in detail the
(i) nature of each such Servicer Default, (ii) the action taken by the Servicer,
if  any,  to  remedy  each such Servicer Default and (iii) the current status of
each  such  Servicer  Default:  None.

IN  WITNESS WHEREOF, the undersigned, a duly authorized officer of the Servicer,
has  duly  executed  this  Certificate  this  26th  day  of  March,  1999.



                              By:     /s/  Suzanne  W.  Castleberry
                                      -----------------------------
                                   Suzanne  W.  Castleberry
                                   Vice  President

<PAGE>
                                                                    Exhibit 99.2
                                                                     Page 1 of 3


                        REPORT OF INDEPENDENT ACCOUNTANTS


March  26,  1999

To  the  Board  of  Directors  of
 NationsBank  of  Delaware,  N.A


We  have examined management's assertion that NationsBank of Delaware, N.A. (the
"Company")  maintained an effective system of internal control over servicing of
accounts  in  compliance  with  Master  Pooling  and  Servicing  Agreement dated
December 1, 1993, as amended March 31, 1997 and including the Series 1993-2, the
Series 1995-1 and the Series 1996-1 Supplements (collectively, the "Agreement"),
between  the  Company,  as Transferor and Servicer, and The Bank of New York, as
Trustee,  as  of  February  28,  1999  included  in  the  accompanying Report of
Management  on  Compliance with Master Pooling and Servicing Agreement.  We have
also  examined  management's  assertion  about  the  Company's  compliance  with
sections  3.1(b-c,  e),  3.2, 3.4(c), 3.5, 3.8, 3.9, 4.1(a, c-f), 4.3, 4.4(a-c),
4.5,  4.6, 4.7, 4.8, 4.9, 4.10, 4.11, 4.12, 4.13, 4.14, 4.15 and 8.8 - and as to
sections  4.16  and  4.17 with respect to the Series 1996-1 Supplement and as to
section  13.5  where applicable in the previously delineated sections and except
for  references  from  such  sections to a section (and references therefrom) in
Article  III or Article IV not specifically delineated herein - of the Agreement
for  the  period  March 1, 1998 to February 28, 1999 for the Series 1993-2 , the
Series  1995-1  and  the Series 1996-1 (collectively, the "Series"), included in
the  accompanying  Report  of  Management  on Compliance with Master Pooling and
Servicing  Agreement.  Management  is  responsible  for  the Company's system of
internal  control  over  servicing  of accounts in compliance with the Agreement
(hereafter  referred  to  as  "servicing"),  and  for  compliance  with  the
aforementioned  sections  of the Agreement.  Our responsibility is to express an
opinion  on  management's  assertions.

Our  examinations  were  made  in  accordance  with standards established by the
American  Institute  of  Certified Public Accountants and, accordingly, included
obtaining  an understanding of the Company's internal control over servicing and
evaluating  the  design  and  operating  effectiveness of internal control as of
February  28,  1999.  Our examinations also included examining, on a test basis,
evidence  about the Company's compliance with the aforementioned sections of the
Agreement  for  the period March 1, 1998 to February 28, 1999 for the Series and
performing  such  other  procedures  as  we  considered  necessary  in  the
circumstances.  We  believe that our examinations provide a reasonable basis for
our  opinion.


<PAGE>
                                                                    Exhibit 99.2
                                                                     Page 2 of 3


Because  of  inherent  limitations  in  any  internal  control,  errors  or
irregularities  may  occur  and  not  be  detected.  Also,  projections  of  any
evaluation  of  the  internal  control  over  compliance  with  the  specified
requirements of the Agreement to future periods are subject to the risk that the
internal control may become inadequate because of changes in conditions, or that
the  degree  of  compliance  with  the  policies and procedures may deteriorate.

In our opinion, management's assertions that the Company maintained an effective
system  of  internal  control over servicing as of February 28, 1999, based upon
the  criteria  for  effective  internal  control described in Internal Control -
Integrated  Framework issued by the Committee of Sponsoring Organizations of the
Treadway  Commission,  and  that  the  Company  complied with the aforementioned
sections  of the Agreement for the period March 1, 1998 to February 28, 1999 are
fairly  stated,  in  all  material  respects  for  the  Series.


<PAGE>
                                                                    Exhibit 99.2
                                                                     Page 3 of 3




March  26,  1999


                          NATIONSBANK OF DELAWARE, N.A.
                     REPORT OF MANAGEMENT ON COMPLIANCE WITH
                     MASTER POOLING AND SERVICING AGREEMENT


The  management  of NationsBank of Delaware, N.A. (the "Company") is responsible
for  establishing  and  maintaining an effective internal control structure over
servicing  of accounts in compliance with Master Pooling and Servicing Agreement
dated  December 1, 1993, as amended March 31, 1997, including the Series 1993-2,
the  Series  1995-1  and  the  Series  1996-1  Supplements  (collectively,  the
"Agreement"),  between  the Company, as Transferor and Servicer, and The Bank of
New  York,  as  Trustee. The system contains monitoring mechanisms, with actions
taken  to  correct  identified deficiencies.  Even an effective internal control
system,  no  matter  how  well designed, has inherent limitations, including the
possibility  of human error and the circumvention or overriding of controls, and
therefore,  can  provide only reasonable assurance with respect to the servicing
of  accounts  in  compliance with the Agreement.  Further, because of changes in
conditions,  the effectiveness of an internal control system may vary over time.

Management  has  assessed its internal control system over servicing of accounts
in  compliance  with the Agreement as of February 28, 1999.  This assessment was
based on criteria for effective internal control described in Internal Control -
Integrated  Framework issued by the Committee of Sponsoring Organizations of the
Treadway  Commission,  insofar as such criteria related to servicing of accounts
in compliance with the Agreement.  Based on this assessment, management believes
that  the  Company  maintained  an  effective  internal  control  structure over
servicing  of  accounts in compliance with the Agreement as of February 28, 1999
and  that  for  the period March 1, 1998 to February 28, 1999 the Company was in
compliance  with  the  Agreement  in  all  material  respects.



/s/  Margaret  A.  Sprude     /s/  Byron  L.  Ashbridge
-------------------------     -------------------------
     Margaret  A.  Sprude          Byron  L.  Ashbridge
     Senior  Vice  President       Senior  Vice  President




/s/  Suzanne  W.  Castleberry     /s/  Jefferson  Z.  Davis
-----------------------------     -------------------------
     Suzanne  W.  Castleberry          Jefferson  Z.  Davis 
     Vice  President                   Vice  President