Exhibit 99.3
                         Independent Accountants' Report
                       on Applying Agreed-Upon Procedures

March 17, 2000


Direct Merchants Credit Card Bank, N.A.
Attn:  Paul Runice, Assistant Treasurer/Cashier
Interchange Tower, Suite 300
600 South Highway 169
St. Louis Park, Minnesota 55426

Bank of New York (Delaware)
Attn:  Kelly Sheanan
101 Barclay Street
New York, New York 10286

MBIA Insurance Corporation
Attn:  William Cody
113 King Street
Armonk, New York 10504

Moody's Investors Services
Attn:  Compliance Department
99 Church Street
New York, New York 10007

Standard & Poor's Ratings Group
Attn:  Compliance Department
55 Water Street
New York, New York 10041

Fitch IBCA
Attn:  Nancy Stroker, Executive VP Corporate Finance
One State Street Plaza
New York, New York 10004

Ladies and Gentlemen:

Pursuant to Section  3.6(a) and 3.6(b) of the Amended and  Restated  Pooling and
Servicing  Agreement  dated as of July 30, 1998 (the  "Agreement")  among Metris
Receivables,  Inc.,  as  Transferor;  Direct  Merchants  Credit Card Bank,  N.A.
(DMCCB,  N.A.),  as  Servicer;  Bank of New York  (Delaware),  as Trustee;  MBIA
Insurance Corporation,  as Enhancement Provider; and Moody's Investors Services,
Standard  & Poor's  Ratings  Group,  and  Fitch  IBCA,  as the  Rating  Agencies
(collectively,  the Specified Users); we have applied the agreed-upon procedures
enumerated  below,  to selected  Metris  Master  Trust (the Master  Trust) Daily
Reports and Settlement Statements prepared by DMCCB, N.A. during the period from
January 1, 1999 to December 31, 1999 (the Period).  We understand that the Daily
Reports and Settlement  Statements are prepared in accordance with  requirements
described  in the  Agreement  and  the  relevant  Series  Supplements.  We  have
performed  these  procedures  solely to assist the Specified Users in evaluating
the Servicer's compliance with these requirements.

This  agreed-upon   procedures  engagement  was  performed  in  accordance  with
standards established by the American Institute of Certified Public Accountants.
The  sufficiency  of  these  procedures  is  solely  the  responsibility  of the
Specified Users of the report. Consequently, we make no representation regarding
the  sufficiency  of the procedures  described  below either for the purpose for
which this report has been requested or for any other purpose. Capitalized terms
used  herein  without  definition  will have  meanings  ascribed  to them in the
Agreement or relevant Series Supplements

Unless  otherwise  indicated,  the  following  conventions  have been adopted in
presenting our procedures and findings:

      The term  "compared"  means compared to and found to be in agreement with,
      unless otherwise  noted.  Such compared amounts and percentages are deemed
      to be in  agreement  if  differences  are  attributable  to rounding or if
      differences are less than $1,000.

      The term "recomputed"  means calculated and found the amount so calculated
      to be in agreement with, unless otherwise noted.  Such recomputed  amounts
      and  percentages  are  deemed  to  be  in  agreement  if  differences  are
      attributable to rounding or if differences are less than $1,000.

We have performed the following procedures:

Section 3.6 (a)

1.   For five  haphazardly  selected days (the Five Days) within the Period,  we
     obtained the Daily  Report and compared  sales,  cash  advances,  payments,
     interest income, charge-offs, miscellaneous charges and adjustments amounts
     set forth on the Daily Report with  corresponding  amounts set forth in the
     Servicer's  accounts  receivable  reports and recomputed  the  mathematical
     accuracy of the amounts and percentages within the Daily Report.

2.   For the Five Days, we compared the cash transfers indicated on the Daily
     Reports to entries on the relevant Master Trust bank statements.

3.   For three haphazardly  selected fiscal month ends (the Three Months) in the
     Period,  we  compared  the  aggregate  customer  balances in the "30-59 day
     delinquent"  and "90-119 day  delinquent"  categories  as  reflected on the
     monthly  Settlement  Statements  for the Three Months to the  corresponding
     amounts set forth in the Servicer's  accounts  receivable aging reports for
     such month ends.

4.   For five haphazardly  selected weekly periods (the Five Weeks), we compared
     beginning  and end of week total  receivables  balances  on the  Servicer's
     accounts  receivable  reports  with  the  corresponding   balances  on  the
     corresponding  Daily Reports and recomputed  each Daily Report's  beginning
     and ending Principal  Receivables  balances and Finance Charge  Receivables
     balances,  based on the  information  contained in such Daily Reports,  for
     each of the days within the Five Weeks.

5.   For the Five Days,  we  recomputed  the daily  allocation  of Principal and
     Finance Charge  Collections to each series issued under the Agreement based
     upon information appearing on the Daily Report.

6.   For one monthly Settlement Statement in the Period, we compared the amounts
     and  percentages  appearing  therein to the  information  appearing  in the
     corresponding  Daily  Reports or the  reports  which are the source of such
     amounts and percentages or recomputed  such  percentages to the extent they
     were derived from such information.

Section 3.6 (b)

7.   For four haphazardly selected monthly Settlement  Statements in the Period,
     we compared  amounts and percentages  appearing  therein to the information
     appearing in the corresponding Daily Reports or other reports which are the
     source of such amounts and  percentages or recomputed  such  percentages to
     the extent they were derived from such information.

The above stated agreed-upon procedures were performed with no exceptions.

Management of DMCCB, N.A. has represented to us that the Daily and Monthly
Reports provided to us are the same as those provided to the Trustee.

We were not engaged to, and did not,  perform an  examination,  the objective of
which  would  be  the  expression  of  an  opinion  on  the  servicing  records.
Accordingly,  we do not express  such an opinion.  Had we  performed  additional
procedures,  other matters might have come to our attention that would have been
reported to you.

This  report is intended  solely for the  information  and use of the  Specified
Users and is not  intended  to be and  should  not be used by anyone  other than
these Specified Users.

/s/ KPMG Peat Marwick LLP