SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 10-K

(Mark One)

[X] Annual Report pursuant to section 13 or 15 (d) of the Securities Exchange
    Act of 1934 for the fiscal year ended December 31, 2001 or
[ ] Transition report pursuant to section 13 or 15(d) of the Securities Exchange
    Act of 1934 for the transition period from ______________ to________________


             ------------------------------------------------------
                  CITIBANK (SOUTH DAKOTA), NATIONAL ASSOCIATION
                                  On behalf of

                    ASSOCIATES CREDIT CARD MASTER NOTE TRUST
                              (Issuer of the Notes)
             ------------------------------------------------------
             (Exact Name of Registrant as Specified in Its Charter)


United States of America            333-94867-01               46-0358360
--------------------------------------------------------------------------------
(State or other juris-              (Commission             (I.R.S. Employer
diction of incorporation            file number)            Identification No.)
or organization)



701 East 60th Street, North, Sioux Falls, South Dakota             57117
------------------------------------------------------           ---------
     (Address of principal executive offices)                    (Zip Code


                (605) 331-2626
--------------------------------------------------
Registrant's telephone number, including area code

        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 and non-voting common equity
held by  non-affiliates  of the Registrant.  The aggregate market value shall be
computed by reference to the price at which the common  equity was sold,  or the
average bid and asked price of such common equity, as of a specified date within
60 days prior to the date of filing.  (See  definition of affiliate in Rule 405,
17 C.F.R. 230.405): Not applicable.

-------------------------------
* The Registrant has prepared its Form 10-K in reliance on and in accordance
  with the terms of various no action letters issued by the SEC in respect of
  other trusts that are substantially similar to Associates Credit Card Master
  Note Trust. Items marked as "omitted" have been so omitted as a result of such
  reliance.


<PAGE>



PART I

Item 1.  BUSINESS

         Associates Credit Card Master Note Trust (the "Trust") was formed
         pursuant to a Trust Agreement, dated as of April 1, 2000, by and
         between Associates Credit Card Receivables Corp. (the "Transferor") and
         Wilmington Trust Company, as Owner Trustee (the "Owner Trustee"). The
         Trust is a master trust and has issued, and may in the future issue,
         asset backed notes in series, which may consist of one or more classes
         issued at the same or different times. The notes of each series will be
         issued pursuant to an indenture supplement to an Amended and Restated
         Master Indenture, dated as of April 1, 2000 (the "Master Indenture"),
         by and between the Trust and The Bank of New York, as Indenture Trustee
         (the "Indenture Trustee"). Citibank (South Dakota), National
         Association (the "Servicer") services the receivables and acts as the
         Trust's administrator.

         The Trust has issued Asset Backed Notes, Series 2000-98-1, Series
         2000-98-2, Series 2000-99-1, Series 2000-99-2, Series 2000-99-3 and
         Series 2000-99-4 (the "Conduit Notes") and Series 2000-1 and
         Series 2000-2 (the "Public Notes" and, together with the Conduit Notes,
         the "Notes").

         The monthly Servicer's certificates (the "Monthly Certificates")
         contain information relating to the credit card receivables and the
         MasterCard and Visa revolving credit card accounts from which the
         receivables arise and are prepared by the Servicer. The Monthly
         Certificates containing information relating to the receivables and the
         accounts for the Monthly Periods ending in December 2001 are
         incorporated by reference from the Registrant's Current Reports on Form
         8-K filed with the Commission.

Item 2.  PROPERTIES

         Omitted.

Item 3.  LEGAL PROCEEDINGS

         The Registrant knows of no material pending legal proceedings with
         respect to the Trust or the Servicer, other than routine proceedings
         incidental to the business of the Servicer.

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

         No matter was submitted to a vote of noteholders during the fiscal year
         covered by this report.

PART II

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

         To the knowledge of the Registrant, there is no established public
         trading market for the Notes.

         Each class of Conduit Notes is represented by one or more definitive
         notes registered in the name of the purchasers of, or agents for the
         purchasers of, that class of Conduit Notes. Each class of Public Notes
         is represented by one or more notes registered in the name of Cede &
         Co. ("Cede"), the nominee of The Depository Trust Company ("DTC").

Item 6.  SELECTED FINANCIAL DATA

         Omitted.

Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
         OF OPERATION

         Omitted.



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Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         Omitted.

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

         Omitted.


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) Each class of Public Notes is represented by one or more definitive
         notes registered in the name of Cede, the nominee of DTC, and an
         investor holding a Public Note issued by the Trust is not entitled to
         receive a definitive note representing such Public Note except in
         limited circumstances set forth in the Master Indenture. Accordingly,
         Cede is the sole holder of record of the Senior Notes, which it holds
         on behalf of brokers, dealers, banks, and other direct participants in
         the DTC system. Such direct participants may hold Senior Notes for
         their own account or for the accounts of their customers. The name and
         address of Cede is Cede & Co., c/o The Depository Trust Company, 55
         Water Street, New York, NY 10041. (b) Omitted.
         (c) Omitted.

Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         Omitted.

PART IV

Item 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K
         (a) The following documents are filed as part of this Annual Report
             on Form 10-K:

Exhibit Number                          Description
--------------                          -----------

99.1                                    Annual Servicer's Certificate

99.2                                    Compliance Certificate pursuant to
                                        Section 3.09 of the Master Indenture

        (b)  The following Current Reports on Form 8-K were filed during 2001:
                (i)     Current Report on Form 8-K, filed on February 21, 2002,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of December 2001.
                (ii)    Current Report on Form 8-K, filed on December 18, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of November 2001.
                (iii)   Current Report on Form 8-K, filed on November 16, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of October 2001.
                (iv)    Current Report on Form 8-K, filed on October 17, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of September 2001.
                (v)     Current Report on Form 8-K, filed on September 21, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of August 2001.


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                (vi)    Current Report on Form 8-K, filed on August 20, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of July 2001.
                (vii)   Current Report on Form 8-K, filed on July 19, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of June 2001.
                (viii)  Current Report on Form 8-K, filed on June 26, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of May 2001.
                (ix)    Current Report on Form 8-K, filed on June 5, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of April 2001.
                (x)     Current Report on Form 8-K, filed on April 20, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of March 2001.
                (xi)    Current Report on Form 8-K, filed on March 21, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of February 2001.
                (xii)   Current Report on Form 8-K, filed on February 26, 2001,
                        reporting Item 5, providing the Monthly Servicer
                        Certificate for the Month of January 2001.

        (c)  Omitted.

        (d)  Omitted.


<PAGE>

                                   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, thereunto duly authorized.


                                   CITIBANK (SOUTH DAKOTA), NATIONAL ASSOCIATION
                                   As Servicer

                                   /s/ Douglas Morrison
                                   ----------------------------------------
                                   Douglas Morrison
                                   Vice President


Dated: February 26, 2002
       -----------------


<PAGE>

                                  EXHIBIT INDEX

Exhibit Number                    Description
--------------                    -----------


99.1                              Annual Servicer's Certificate


99.2                              Compliance Certificate pursuant to Section
                                  3.09 of the Master Indenture