Item 6.02 Change of Servicer or Trustee.
On July 30, 2014, General Electric Capital Corporation ("GECC") engaged
Synchrony Financial ("Synchrony") to perform substantially all the services that
GECC is obligated to provide under the Servicing Agreement, dated as of June 27,
2003 (as amended), between GECC and GE Capital Credit Card Master Note Trust
(the "Issuer"), by entering into the Sub-Servicing Agreement, dated as of July
30, 2014, between GECC and Synchrony, a copy of which is filed with this Form
8-K as Exhibit 99.1. As compensation, Synchrony will receive a monthly fee based
on the amount of principal receivables owned by the Issuer. However, these
payments are solely the obligation of GECC and are not payable from assets of
the Issuer. Further, on August 1, 2014, Synchrony and Synchrony Bank entered
into a Sub-Servicing Agreement, a copy of which is filed with this Form 8-K as
Exhibit 99.2. As compensation, Synchrony Bank will receive a per statement fee
and will be reimbursed for certain expenses. However, these payments are solely
the obligation of Synchrony and are not payable from assets of the Issuer.
Synchrony is a holding company for the legal entities that historically
conducted GE's North American retail finance business. Synchrony (previously
named GE Capital Retail Finance Corporation) was incorporated in Delaware on
September 12, 2003, but prior to April 1, 2013 conducted no business. During the
period from April 1, 2013 to September 30, 2013, as part of a regulatory
restructuring, substantially all of the assets and operations of GE's North
American retail finance business, including Synchrony Bank (formerly known as GE
Capital Retail Bank) and GE Consumer Finance Inc., were transferred to
Synchrony. Therefore, the servicing policies and procedures used to service the
receivables owned by the Issuer have not changed from those described in the
Item 9.01. Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
Exhibit No. Document Description
Exhibit 99.1 Sub-Servicing Agreement, dated July 30, 2014
, between General
Electric Capital Corporation and Synchrony Financial.
Exhibit 99.2 Sub-Servicing Agreement, dated August 1, 2014
, between Synchrony
Financial and Synchrony Bank