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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, 2004
 MELLON BANK, N.A.    United States
(State or other jurisdiction of
incorporation)
    
    333-01478
(Commission File Number)
    
    25-0659306
(IRS Employer ID Number)
 One Mellon Center
Pittsburgh, Pennsylvania 15258
(412) 234-5000
Attention: Carl Krasik, Esq. (Address, including zip code, and telephone number, including area code, of registrants principal offices) MELLON PREMIUM FINANCE LOAN OWNER TRUST  Delaware
(State or other jurisdiction of
incorporation)
    
    333-61760-02
(Commission File Number)
    
    51-6522553
(IRS Employer ID Number)
 c/o Chase Manhattan Bank, USA, National Association
1201 N. Market Street
Wilmington, DE 19801
(302) 428-3372 copy to
Carl Krasik, Esq.
Mellon Financial Corporation
Suite 1910
500 Grant Street
Pittsburgh, Pennsylvania 15258-0001
(412) 234-5222 (Address, including zip code, and telephone number, including area code, of registrants principal offices) MELLON BANK PREMIUM FINANCE LOAN MASTER TRUST  Delaware
(State or other jurisdiction of incorporation)
    
    333-11961
(Commission File Number)
    
    51-0015912
(IRS Employer ID Number)
 One Mellon Center
Pittsburgh, Pennsylvania 15258
(412) 234-5000
Attention: Carl Krasik, Esq. MELLON BANK PFL MASTER NOTE TRUST  Delaware
    
    333-113957
    
    51-6522553(State or other jurisdiction of
incorporation)
    
    (Commission File Number)
    
    (IRS Employer ID Number)
 c/o Chase Manhattan Bank, USA, National Association
1201 N. Market Street
Wilmington, DE 19801
(302) 428-3372 copy to
Carl Krasik, Esq.
Mellon Financial Corporation
Suite 1910
500 Grant Street
Pittsburgh, Pennsylvania 15258-0001
(412) 234-5222 (Address, including zip code, and telephone number, including area code, of registrants principal offices) Securities registered pursuant to Section 12(b) of the Act:
None Securities registered pursuant to Section 12(g) of the Act:
None 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 þ  No  o 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.
þ Indicate by check mark whether the registrant is an accelerated filer (as defined in
Rule 12b-2 of the Act). Yes  o  No  þ As of June 30, 2004, no shares of the registrants outstanding voting common stock,
having a market value of $0, were held by non-affiliates of the Registrant. As of March 1, 2005, the Registrant had no outstanding shares of any class of common
stock. No documents have been incorporated by reference in this Form 10-K.




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TABLE OF CONTENTS Part I
    
    
    
    

PageItem 1
    
    Business
    
    
    2Item 2
    
    Properties
    
    
    2Item 3
    
    Legal Proceedings
    
    
    2Item 4
    
    Submission of Matters to a Vote of Security Holders
    
    
    2Part IIItem 5
    
    Market for
Registrants Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities
    
    
    2Item 6
    
    Selected Financial Data
    
    
    2Item 7
    
    Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    2Item 7A
    
    Quantitative and Qualitative Disclosures About Market Risk
    
    
    2Item 8
    
    Financial Statements and Supplementary Data
    
    
    2Item 9
    
    Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    2Item 9A
    
    Controls and Procedures
    
    
    2Item 9B
    
    Other Information
    
    
    3Part IIIItem 10
    
    Directors and Executive Officers of the Registrant
    
    
    3Item 11
    
    Executive Compensation
    
    
    3Item 12
    
    Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    3Item 13
    
    Certain Relationships and Related Transactions
    
    
    3Item 14
    
    Principal Accountant Fees and Services
    
    
    3Part IVItem 15
    
    Exhibits and Financial Statement Schedules
    
    
    3EX-20.1EX-20.2EX-20.3EX-20.4
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The Mellon Premium Finance Loan Owner Trust (the Owner Trust), the Mellon Bank
Premium Finance Loan Master Trust (the Master Trust) and the Mellon Bank PFL Master
Note Trust (the Note Trust) were originated by Mellon Bank, N.A. The Master Trust
has issued asset backed certificates representing interests in a portfolio of
receivables arising under selected premium finance agreements originated by either
AFCO Credit or AFCO Acceptance (subsidiaries of Mellon Bank, N.A.) to finance the
payment of premiums and related sums on insurance policies. These receivables were
transferred by AFCO Credit or AFCO Acceptance to Mellon Bank, N.A., from Mellon Bank,
N.A. to the Owner Trust, and by the Owner Trust to the Master Trust. On June 24, 2004, the Note Trust acquired an asset-backed certificate (the
Collateral Certificate) issued by the Master Trust and issued $513,700,000
aggregate principal amount of Class A Notes, Series 2004-1, $22,341,000 aggregate
principal amount of Class B Notes, Series 2004-1 and $13,959,000 aggregate principal
amount of Class C Notes, Series 2004-1 under Registration Statement Nos. 333-113957,
333-113957-01, 333-113957-02, 333-113957-03, 333-116609, 333-116609-01, 333-116609-02
and 333-116609-03 and, in a private transaction, $8,375,600 aggregate principal
amount of Class D Notes, Series 2001-1. - 1 -




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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, Related Stockholder Matters and
Issuer Purchases of Equity Securities As of March
15, 2005, there were 15 holders
of record of the Series 2004-1 Class A Notes, one holder of record of the Series 2004-1 Class B Notes
and two holders of record of the Series 2004-1 Class C Notes. To the knowledge of the Note Trust, there is an over the counter public
trading market for the Series 2004-1 Class A, B and C Notes, although
the frequency of transactions varies substantially over time. 
  Item 6.
    Selected Financial Data Omitted. 
  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. 
  Item 9A.
    Controls and Procedures Omitted. - 2 -




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Item 9B.
    Other Information 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 and Related Stockholder Matters Holders of the Series 2004-1 Class A, B and C Notes generally do not
have a right to vote and are prohibited from taking part in the
management of the Trust. 
  Item 13.
    Certain Relationships And Related Transactions None. 
  Item 14.
    Principal Accountant Fees and Services Omitted. 
 PART IV 
  Item 15.
    Exhibits and Financial Statement Schedules  (a)
    Listed below are the documents filed as a part of
this report:Exhibit Number  20.1
    Annual Noteholders Report20.2
    Annual Servicers Certificate20.3
    Report of Independent Certified Public Accountants20.4
    Annual Aggregate Certificateholders Statement Supplemental Information to be Furnished With Reports Filed Pursuant to Section 15(d) of the Act by
Registrants Which Have Not Registered Securities Pursuant to Section 12 of the Act No annual report to security holders covering 2004 has been sent to security
holders of the registrant. No proxy materials have been sent to the registrants
security holders with respect to any annual or other meeting of security holders. - 3 -




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Certification I, Michael A. Bryson, certify that: 1. I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing
distribution or servicing reports filed in respect of periods included in the year covered by this
annual report, of Mellon Bank PFL Master Note Trust; 2. Based on my knowledge, the information in these reports, taken as a whole, does not contain any
untrue statement of a material fact or omit to state a material fact necessary to make the
statements made, in light of the circumstances under which such statements were made, not
misleading as of the last day of the period covered by this annual report; 3. Based on my knowledge, the distribution or servicing information required to be provided to the
trustee by the servicer under the pooling and servicing, or similar, agreement, for inclusion in
these reports is included in these reports; 4. Based on my knowledge and upon the annual compliance statement included in the report and
required to be delivered to the trustee in accordance with the terms of the pooling and servicing,
or similar, agreement, and except as disclosed in the reports, the servicer has fulfilled its
obligations under the servicing agreement; and 5. The reports disclose all significant deficiencies relating to the servicers compliance with the
minimum servicing standards based upon the report provided by an independent public accountant,
after conducting a review as specified in the pooling and servicing, or similar, agreement, that is
included in these reports. Date: March 28, 2005 /s/ Michael A. BrysonName:
    
    Michael A. BrysonTitle:
    
    Executive Vice President &Chief Financial OfficerMellon Bank, N.A.
 C-1




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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. MELLON BANK, N.A., as registrantBy:
    
    /s/ Michael A. BrysonName:
    
    Michael A. BrysonTitle:
    
    Executive Vice President &Chief Financial OfficerMELLON PREMIUM FINANCE LOAN OWNER TRUST,
as registrantBy: Mellon Bank, N.A., as administratorBy:
    
    /s/ Michael A. BrysonName:
    
    Michael A. BrysonTitle:
    
    Executive Vice President &Chief Financial OfficerMELLON PREMIUM FINANCE LOAN MASTER TRUST,
as registrantBy: Mellon Bank, N.A., as administratorBy:
    
    /s/ Michael A. BrysonName:
    
    Michael A. BrysonTitle:
    
    Executive Vice President &Chief Financial OfficerMELLON BANK PFL MASTER NOTE TRUSTBy: Mellon Bank, N.A., as administratorBy:
    
    /s/ Michael A. BrysonName:
    
    Michael A. BrysonTitle:
    
    Executive Vice President &Chief Financial Officer
 Date: March 28, 2005 S-1




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EXHIBIT INDEX Exhibit20.1
    
    Annual Noteholders Report20.2
    
    Annual Servicers Certificate20.3
    
    Report of Independent Certified Public Accountants20.4
    
    Annual Aggregate Noteholders Statement
 E-1