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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 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, 1997
                         Commission file number 0-27710

                      MELLON BANK CREDIT CARD MASTER TRUST
             (Exact name of registrant as specified in its charter)

DELAWARE                                            51-0015912
(State or other jurisdiction of                     (I.R.S. Employer
incorporation or organization)                      Identification No.
                                                    of servicer of registrant)

Tenth and Market Streets,
Wilmington, Delaware                                19801
(Address of principal executive offices             (Zip Code)
of servicer of registrant)

Telephone number of servicer of registrant, including area code: 302-421-2229

           Securities registered pursuant to Section 12(b) of the Act:

                                      None

           Securities registered pursuant to Section 12(g) of the Act:

         Class A Floating Rate Asset Backed Certificates, Series 1995-A
                                       and
         Class B Floating Rate Asset Backed Certificates, Series 1995-A

Indicate by a 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

The Registrant estimates that as of March 1, 1998, the aggregate market value of
shares of the Registrant's Common Stock held by non-affiliates of the Registrant
was $0.

As of March 1, 1998, the Registrant had outstanding -0- shares of its Common
Stock, par value $ _____ per share. 

No documents have been incorporated by reference in this Form 10-K.


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                                TABLE OF CONTENTS

<TABLE>
<CAPTION>
PART I                                                                                            Page
                                                                                                  ----
<S>            <C>                                                                              <C>
Item 1.         Business                                                                           1
Item 2.         Properties                                                                         1
Item 3.         Legal Proceedings                                                                  1
Item 4.         Submission of Matters to a Vote of Security Holders                                1


PART II

Item 5.         Market for Registrant's Common Equity and Related Stockholder Matters              1
Item 6.         Selected Financial Data                                                            1
Item 7.         Management's Discussion and Analysis of Financial Condition                        1
                and Results of Operations
Item 7A.        Quantitative and Qualitative Disclosures About
                  Market Risk                                                                      2
Item 8.         Financial Statements and Supplementary Data                                        2
Item 9.         Changes in and Disagreements With Accountant
                on Accounting and Financial Disclosure                                             2

PART III

Item 10.        Directors and Executive Officers of the Registrant                                 2
Item 11.        Executive Compensation                                                             2
Item 12.        Security Ownership of Certain Beneficial Owners and Management                     2
Item 13.        Certain Relationships and Related Transactions                                     2


PART IV

Item 14.        Exhibits, Financial Statements, Schedules and Reports on Form 8-K                  3
</TABLE>



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                The Mellon Bank Credit Card Master Trust (the "Trust') was
formed pursuant to a Pooling and Servicing Agreement dated as of November 1,
1995 between Mellon Bank (DE) National Association ("Mellon (DE)"), as
transferor and servicer and The Bank of New York, as trustee. The Trust was
formed for the purpose of acquiring certain trust assets and issuing asset-based
certificates under the Pooling and Servicing Agreement and one or more
supplements thereto. The property of the Trust includes a portfolio of
receivables arising under selected MasterCard and VISA revolving credit accounts
transferred to the Trust by Mellon (DE).

                On November 21, 1995, the Trust issued $814,625,000 of Class A
Floating Rate Asset Backed Certificates, Series 1995-A and $54,625,000 Class B
Floating Rate Asset Backed Certificates, Series 1995-A (together, the
"Certificates"). On February 8, 1996, such Class A Floating Rate Asset Backed
Certificates, Series 1995-A and Class B Floating Rate Asset Backed Certificates,
Series 1995-A were registered pursuant to Section 12(g) of the Securities
Exchange Act of 1934, as amended.

                                     PART I

ITEM 1.         BUSINESS

                Omitted.

ITEM 2.         PROPERTIES

                Omitted.

ITEM 3.         LEGAL PROCEEDINGS

                None.

ITEM 4.         SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                None.


                                     PART II

ITEM 5.         MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER
                MATTERS

                There is one holder of record of each Class of Certificates.

                To the knowledge of the Trust, there is an over the counter
                public trading market for the Certificates, although the
                frequency of transactions varies substantially over time.

ITEM 6.         SELECTED FINANCIAL DATA

                Omitted.





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ITEM 7.        MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
               RESULTS OF OPERATIONS

               Omitted.

ITEM 7A.       QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

               Not Applicable.

ITEM 8.        FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

               Omitted.

ITEM 9.        CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
               FINANCIAL DISCLOSURE

               None.

                                    PART III

ITEM 10.       DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

               Omitted.

ITEM 11.       EXECUTIVE COMPENSATION

               Omitted.

ITEM 12.       SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

               A nominee of The Depository Trust Company is the sole record
               owner of each Class of Certificates. As of December 3l, 1997,
               based on a review of public filings with the Securities and
               Exchange Commission, no person was known to be the beneficial
               owner of more than 5% of the total principal amount of either
               Class of Certificates outstanding on that date.

ITEM 13.       CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

               None.






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                                     PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES, AND REPORTS ON FORM 8-K

         (a)   Listed below are the documents filed as a part of this report:

         Exhibit Number

               20.1       Annual Certificateholders Report

               20.2       Annual Servicer's Certificate

               20.3       Report of Independent Certified Public Accountants

         (b)   Reports on Form 8-K:

         On each of the following dates, the Trust filed a Form 8-K with the
         Commission reporting information under Items 5 and 7:

               January 15, 1997 
               February 19, 1997 
               March 17, 1997
               April 11, 1997
               May 13, 1997 
               June 13, 1997 
               July 10, 1997 
               August 11, 1997 
               September 11, 1997 
               October 10, 1997 
               November 17, 1997 
               December 10, 1997

         (c)   Omitted.

         (d)   Omitted.


















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                                   SIGNATURES

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

                                           MELLON BANK CREDIT CARD MASTER TRUST


                                           By  MELLON BANK (DE) NATIONAL 
                                                 ASSOCIATION


                                               By /s/ JOHN L. KLINCK, JR.
                                                  -----------------------------
                                                  Name:  John L. Klinck, Jr.
                                                  Title: Senior Vice President

Date:  March 27, 1998








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                                  EXHIBIT INDEX

Exhibit                                                            Page
-------                                                            ----

20.1     Annual Certificateholders Report                           6

20.2     Annual Servicer's Certificate                              7

20.3     Report of Independent Certified Public Accountants         8

















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