|SECURITIES AND EXCHANGE COMMISSION                                                                                                                                                                                           
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|Washington, D.C.  20549                                                                                                                                                                                                      
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|Form 10-K                                                                                                                                                                                                                    
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|ANNUAL REPORT PURSUANT TO SECTION 13 OF THE                                                                                                                                                                                  
|SECURITIES EXCHANGE ACT OF 1934                                                                                                                                                                                              
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|For the fiscal year ended January 29, 2005                                                                                                                                                                                   
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|Commission file number 0-21118                                                                                                                                                                                               
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|PRIME RECEIVABLES CORPORATION                                                                                                                                                                                                
|(Originator of Prime Credit Card Master Trust)                                                                                                                                                                               
|(Exact name of registrant as specified in its charter)                                                                                                                                                                       
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|Delaware                                                                                                                                                                                                                     
|(State of Incorporation)                                                                                                                                                                                                     
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|7 West Seventh Street, Cincinnati, Ohio                                                                                                                                                                                      
|(Address of principal executive offices)                                                                                                                                                                                     
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|Registrant's telephone number, including area code:     513-579-7580                                                                                                                                                         
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|Securities registered pursuant to Section 12(b) of the Act:     None                                                                                                                                                         
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|Securities registered pursuant to Section 12(g) of the Act:     None                                                                                                                                                         
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|The registrant 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 and has been subject to such filing requirements for the past 90 days.
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|Disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not required.                                                                                                                                      



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|PART I 
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|Item 2.
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|Item 3.
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|Item 4.
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|Item 5.  | Market for Registrant's Common Equity, Related Stockholder Mattersand Issuer Purchases of Equity Securities                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                   
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|         | As of March 31, 2005, the following certificates representing undivided interests in the Trust had been issued and are outstanding:  (i) Class A Variable Funding Certificates, Series 1992-3 (the "Class A Variable Funding Certificates"), (ii) Class B Variable Funding Certificates, Series 1992-3 (the "Class B Variable Funding Certificates"), (iii) $400.0 million aggregate principal amount of 6.70% Class A Asset Backed Certificates, Series 2000-1 (the "Class A-2000 Certificates"), (iv) $38.1 million aggregate principal amount of 7.00% Class B Asset Backed Certificates, Series 2000-1 (the "Class B-2000 Certificates"), (v) $38.1 million aggregate principal amount of 0.00% Class C Asset Backed Certificates, Series 2000-1 (the "Class C-2000 Certificates"), and (vi) an exchangeable certificate representing the remaining undivided interests in the Trust (the "Transferor Certificate").  The information regarding the record ownership of the foregoing certificates set forth in Item 12 of this Report is incorporated herein by this reference.                                                                                                                                                                                                                                                                                                                          
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|Item 9.  | Changes in and Disagreements with Accountants on Accounting andFinancial Disclosure                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                           
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|         | None.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
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|Item 12. | Security Ownership of Certain Beneficial Owners and Managementand Related Stockholder Matters                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                 
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|         | As of March 31, 2005, the Class A-2000 Certificates were held of record by Cede & Co., as nominee of The Depository Trust Company.  To the Company's knowledge, based solely on the fact that the Company has not received notice of any filings having been made with the Securities and Exchange Commission reporting the acquisition of more than 5% of any class or series of the Class A-2000 Certificates, no person beneficially owned more than 5% of any class or series of the Class A-2000 Certificates.  Of the remaining certificates representing undivided interests in the Trust that were outstanding as of such date, (i) Seven Hills Funding Corporation ("Seven Hills"), a wholly owned subsidiary of Federated, owned beneficially and of record 100% of the Class A Variable Funding Certificates, and (ii) the Company owned beneficially and of record 100% of the Class B Variable Funding Certificates, the Class B-2000 Certificates, the Class C-2000 Certificates and the Transferor Certificate.  The Class A Variable Funding Certificates have been pledged by Seven Hills to Chase Bank, as collateral agent, to secure certain commercial paper notes to be issued by Seven Hills from time to time and certain related obligations of Seven Hills.  The principal business address of each of the Company and Seven Hills is 7 West Seventh Street, Cincinnati, Ohio 45202.
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|Item 13. | Certain Relationships and Related Transactions                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
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|         | Except for the transactions contemplated by the Pooling and Servicing Agreement, the Company is not aware of any transactions or series of similar transactions during Fiscal Year 2004, or any currently proposed transaction or series of similar transactions, in which the amount involved exceeded or is proposed to exceed $60,000, to which the Trust was a party or is proposed to be a party, and in which any person known to the Company to own more than 5% of any class of certificates representing undivided interests in the Trust had or has a direct or indirect material interest.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                         
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|PART IV 
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|Item 1.  | Exhibits and Financial Statement Schedules                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                    
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|SIGNATURES                                                                                                                                                                                                                  
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|Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be executed on its behalf by the undersigned, thereunto duly authorized.                   
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|Dated:	   April 29, 2005                                                                                                                                                                                                    
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|Pursuant to the requirements of Section 13 of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on April 29, 2005.
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|Signature                                                                                                                                                                                                                   
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|/s/  Karen M. Hoguet                                                                                                                                                                                                        
|Karen M. Hoguet                                                                                                                                                                                                             
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|/s/  Susan P. Storer                                                                                                                                                                                                        
|Susan P. Storer                                                                                                                                                                                                             
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|/s/  Joel A. Belsky                                                                                                                                                                                                         
|Joel A. Belsky                                                                                                                                                                                                              
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