National City Credit Card Master Note Trust
Not Applicable
Not Applicable
Not Applicable
See Item 15(a), Exhibit 99.2 for information           provided in lieu of information required by Item 102 of           Regulation S-K.
The registrant is not aware of any material pending legal proceedings           involving either itself, the Seller/Servicer, or the Trustee with           respect to the Certificates or the Registrant's property.
No vote or consent of the holders of the Certificates (the           "Certificateholders") was solicited for any purpose for the period           from September 1 through December 31, 2005.                     PART II
(a)  Item 201 of Regulation S-K:                 i.   Market Information. To the registrant's knowledge, there is                     no established public trading market for the Certificates.                 ii.  Holders.            At February 15, 2006, the number of holders of record identified by           ADP Financial Information Services, Inc. for the respective classes of           notes is as follows:            Note Description                        Record Holders           ----------------                        --------------           Series 2005-1, Class A                       4           Series 2005-1, Class B                       1           Series 2005-1, Class C                       4                 iii. Dividends. Not applicable. (Information as to distributions                     to Certificateholders is provided in the registrant's                     monthly filings on Form 8-K.)                 iv.  Securities Authorized for Issuance Under Equity Compensation                     Plans. Not applicable.            (b)  Item 701(f) of Regulation S-K. Not applicable.            (c)  Item 703 of Regulation S-K. Not applicable.
Not Applicable
Not Applicable
Not Applicable
Not Applicable
None
Not Applicable
A calculation error relating to Investor Default Amounts affected the Series 2005-1 Monthly Noteholders' Statements for the September 2005 and October 2005 Monthly Periods. Certain additional calculation errors affecting a number of additional line items occurred in the report for the November 2005 Monthly Period. A full comparative report for the November 2005 Monthly Period is presented below. Comparative information for only the affected line items is presented with respect to the reports for the September 2005 and October 2005 Monthly Periods.   REPORT DATED OCTOBER 17, 2005:    ITEM                                                                                                                     VARIANCE NUMBER  DESCRIPTION                                                                     REPORTED         AMENDED          CHANGE - ------  -----------                                                                   ------------     ------------   ------------      10a     The Series 2005-1 Investor Default Amount for the related Monthly Period      3,647,418.93     3,645,773.48     (1,645.45) 10b     The Series 2005-1 Investor Default Amount allocated to the Class A Notes           for the related Monthly Period                                              3,191,491.56     3,190,051.80     (1,439.76) 10c     The Series 2005-1 Investor Default Amount allocated to the Class B Notes           for the related Monthly Period                                                218,845.14       218,746.41        (98.73) 10d     The Series 2005-1 Investor Default Amount allocated to the Class C Notes           for the related Monthly Period                                                237,082.23       236,975.28       (106.95)   REPORT DATED NOVEMBER 15, 2005:    ITEM                                                                                                                    VARIANCE NUMBER  DESCRIPTION                                                                     REPORTED         AMENDED         CHANGE - ------  -----------                                                                   ------------     ------------   ------------       10a     The Series 2005-1 Investor Default Amount for the related Monthly Period      3,647,418.93     3,290,941.98   (356,476.95) 10b     The Series 2005-1 Investor Default Amount allocated to the Class A Notes           for the related Monthly Period                                              3,191,491.56     2,879,574.23   (311,917.33) 10c     The Series 2005-1 Investor Default Amount allocated to the Class B Notes           for the related Monthly Period                                                218,845.14       197,456.52    (21,388.62) 10d     The Series 2005-1 Investor Default Amount allocated to the Class C Notes           for the related Monthly Period                                                237,082.23       213,911.23    (23,171.00)                                                                                                                              VARIANCE REPORT DATED DECEMBER 15, 2005:                                                  REPORTED                AMENDED           CHANGE      Information Regarding the Current Monthly Distribution - ------------------------------------------------------  1 The amount of the current monthly principal payment in respect   of the Class A Notes ...............................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  2 The amount of the current monthly principal payment in respect   of the Class B Notes ...............................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  3 The amount of the current monthly principal payment in respect   of the Class C Notes ...............................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  4 The amount of the current monthly distribution in respect of   Class A Monthly Interest ...........................................        $   1,824,375.00          1,824,375.00          0.00                                                                               ----------------------------------------------------  5 The amount of the current monthly distribution in respect of   Class A Additional Interest ........................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  6 The amount of the current monthly distribution in respect of   Class B Monthly Interest ...........................................        $     129,300.00            129,300.00          0.00                                                                               ----------------------------------------------------  7 The amount of the current monthly distribution in respect of   Class B Additional Interest ........................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  8 The amount of the current monthly distribution in respect of   Class C Monthly Interest ...........................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  9 The amount of the current monthly distribution in respect of   Class C Additional Interest ........................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------       10  Series 2005-1 Investor Default Amount     -------------------------------------  (a) The Series 2005-1 Investor Default Amount for the related     Monthly Period ...................................................          $   6,893,730.33          6,893,730.33        0.00                                                                                 --------------------------------------------------  (b) The Series 2005-1 Investor Default Amount allocated to the     Class A Notes for the related Monthly Period .....................          $   6,032,014.04          6,032,014.04        0.00                                                                                 --------------------------------------------------  (c) The Series 2005-1 Investor Default Amount allocated to the     Class B Notes for the related Monthly Period .....................          $     413,623.82            413,623.82        0.00                                                                                 --------------------------------------------------  (d) The Series 2005-1 Investor Default Amount allocated to the     Class C Notes for the related Monthly Period .....................          $     448,092.47            448,092.47        0.00                                                                                 --------------------------------------------------       11  Investors Charge-Offs     ---------------------  (a) The aggregate amount of Investor Charge-Offs allocated to the     Class A Notes for the related Monthly Period .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------  (b) The aggregate amount of Investor Charge-Offs allocated to the     Class B Notes for the related Monthly Period .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------  (c) The aggregate amount of Investor Charge-Offs allocated to the     Class C Notes for the related Monthly Period .....................          $     641,220.33            668,277.29   27,056.96                                                                                 ----------------------------------------------------  (d) the aggregate amount of the Nominal Liquidation Amount     Deficit of the Class A Notes reimbursed on the Transfer Date     immediately preceding this Distribution Date .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------  (e) the aggregate amount of the Nominal Liquidation Amount     Deficit of the Class B Notes reimbursed on the Transfer Date     immediately preceding this Distribution Date .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------  (f) the aggregate amount of the Nominal Liquidation Amount     Deficit of the Class C Notes reimbursed on the Transfer Date     immediately preceding this Distribution Date .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------       12  Investor Servicing Fee     ----------------------  (a) The amount of the Master Trust Investor Servicing Fee payable     by the Trust on behalf of the Series 2005-1 Noteholders to the     Servicer for the related Monthly Period ..........................          $     500,000.00        500,000.00            0.00                                                                                 ----------------------------------------------------  (b) The amount of Servicer Interchange payable by the Trust to the     Servicer for the related Monthly Period ..........................          $     500,000.00        500,000.00            0.00                                                                                 ----------------------------------------------------       13  Reallocations     -------------  (a) The amount of Reallocated Class C Principal Collections with     respect to this Distribution Date ................................          $     641,220.33              0.00     (641,220.33)                                                                                 ----------------------------------------------------  (b) The amount of Reallocated Class B Principal Collections with     respect to this Distribution Date ................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (c) The Class C Nominal Liquidation Amount as of the close of     business on this Distribution Date ...............................          $  38,358,779.67     38,331,722.71      (27,056.96)                                                                                 ----------------------------------------------------  (d) The Class B Nominal Liquidation Amount as of the close of     business on this Distribution Date ...............................          $  36,000,000.00     36,000,000.00            0.00                                                                                 ----------------------------------------------------       14  Reserve Account     ---------------  (a) The Reserve Draw Amount on the related Transfer Date .............          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (b) The amount of the Reserve Draw Account deposited in the     Collection Account on the related Transfer     Date to be treated as Series 2005-1     Finance Charge Amounts for the Class A     Notes ............................................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (c) The amount of the Reserve Draw Account deposited in the     Collection Account on the related Transfer     Date to be treated as Series 2005-1     Finance Charge Amounts for the Class B     Notes ............................................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (d) The amount of the Reserve Draw Account deposited in     the Collection Account on the related Transfer     Date to be treated as Series 2005-1     Finance Charge Amounts for the Class C Notes ....................          $           0.00               0.00            0.00                                                                                 ----------------------------------------------------  (e) The amount of deposit in the Reserve Account that exceeds the     amount required to be on deposit in the Reserve Account and is     then paid to the Issuer ..........................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------       15  Spread Account     --------------  (a) The Spread Account Deficiency on the related Transfer Date .......          $           0.00     16,500,000.00   16,500,000.00                                                                                 ----------------------------------------------------  (b) The amount withdrawn from the Spread Account and deposited     in the Collection Account on the related Transfer Date to     be treated as Series 2005-1 Finance Charge     Amounts for the Class C Notes ....................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (c) The amount withdrawn from the Spread Account and deposited     in the Principal Funding Account on the related Transfer     Date to be treated as Series 2005-1 Finance Charge     Amounts for the Class C Notes ....................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------       16  Series 2005-1 Finance Charge Amounts     ------------------------------------  (a) The amount of Series 2005-1 Finance Charge Amounts on     deposit in the Collection Account allocated to the Class A     Notes on the related Transfer Date ...............................          $   1,824,375.00      1,824,375.00            0.00                                                                                 ----------------------------------------------------  (b) The amount of Series 2005-1 Finance Charge Amounts on     deposit in the Collection Account allocated to the Class B     Notes on the related Transfer Date ...............................          $     129,300.00        129,300.00            0.00                                                                                 ----------------------------------------------------  (c) The amount of Series 2005-1 Finance Charge Amounts on     deposit in the Collection Account allocated to the Class C     Notes on the related Transfer Date ...............................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (d) The amount of Shared Excess Finance Charge Amounts for other     Series of Notes in Group A .......................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------       17  Series 2005-1 Available Principal Amounts after Reallocations     ------------------------------------------------------------  (a) The amount of Series 2005-1 Available Principal Amounts on     deposit in the Collection Account allocated to the Class A     Notes on the related Transfer Date ...............................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (b) The amount of Series 2005-1 Available Principal Amounts on     deposit in the Collection Account allocated to the Class B     Notes on the related Transfer Date ...............................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (c) The amount of Series 2005-1 Available Principal Amounts on     deposit in the Collection Account allocated to the Class C     Notes on the related Transfer Date ...............................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (d) The amount of Shared Excess Principal Amounts for other     Series of Notes in Group A .......................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------       18  Base Rate     ---------  (a) The Base Rate for the related Monthly Period .....................                      5.20%            5.20%            0.00                                                                                 ----------------------------------------------------       19  Portfolio Yield     ---------------  (a) The Portfolio Yield for the related Monthly Period ...............                      2.66%            3.62%            0.96%                                                                                 ----------------------------------------------------  (b) The Portfolio Adjusted Yield for the related Monthly Period ......                      N/A               N/A             N/A                                                                                 ----------------------------------------------------                       PART III
Not Applicable
Not Applicable
(a) Each class of Certificates is represented by one or more              certificates registered in the name of Cede & Co., the nominee of              the Depository Trust Company ("DTC"), and an investor holding an              interest in the Trust is not entitled to receive a                   Certificate representing such interest except in limited              circumstances. Accordingly, Cede & Co. is the sole holder of record              of Certificates, which it holds on behalf of brokers, dealers,              banks and other direct participants in the DTC system. Such direct              participants may hold Certificates for their own account or for the              accounts of their customers. At February 15, 2006, the following              direct DTC participants held positions in certificates representing              interest in the Trust equal to or exceeding 5% of the total              principal amount of each series outstanding on that date. The              address of each of the participants listed below is: C/O The              Depository Trust Company, 55 Water Street, 49th Floor, New York,              New York 10041.                                                                                               Amount of                                                                                            Beneficial               Percent Title of Class             Name of Beneficial Owner                                        Ownership              of Class - --------------------------------------------------------------------------------------------------------------------------     Series 2005-1, Class A       JPMorgan Chase Bank                                           300,000,000               94%                              Wachovia Bank                                                  20,000,000                6%  Series 2005-1, Class B       JPMorgan Chase Bank                                             6,000,000              100%  Series 2005-1, Class C       JPMorgan Chase Bank                                            27,000,000              100%              (b) Not Applicable           (c) Not Applicable
Not Applicable
Not Applicable                     PART IV
(a) The following documents are filed as a part of the report:                Exhibit 31: Sarbanes-Oxley Act 302 Certification dated March 29,               2006 for National City Credit Card Master Note Trust Annual Report               on Form 10-K for the period from September 1 through December 31,               2005.                Exhibit 99.1: Annual Servicer's Certificate                Exhibit 99.2: Series 2005-1 Schedule to Annual Noteholders'               Statement for the period from September 1 through December 31,               2005.                Exhibit 99.3: Report of Independent Accountants.                              Report of Management on the Controls over Servicing                             of the National City Credit Card Master Trust.            (b) Not applicable.            (c) Omitted.                                        SIGNATURES    Pursuant to the requirements of Section 13 or 15(d) 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.                                NATIONAL CITY BANK, as Servicer of                               National City Credit Card Master Note Trust  Date: March 29, 2006          By: /s/ Russell A. Cronin, Jr.                                   ------------------------------                               Name: Russell A. Cronin, Jr.                               Title: Senior Vice President     EX-31 2 l18365aexv31.txt EX-31 302 CERTIFICATION                                                                         EXHIBIT 31                           SARBANES-OXLEY ACT SECTION 302  I, Russell A. Cronin , Jr., certify that:  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 National City Credit Card Master Note Trust;  1. 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;  2. 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;  3. I am responsible for reviewing the activities performed by the servicer under the pooling and servicing, or similar, agreement and based upon my knowledge and the annual compliance review required under that agreement, and except as disclosed in the reports, the servicer has fulfilled its obligations under that agreement; and  4. The Report of Management on the controls over servicing of the National City Credit Card Master Trust discloses 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 in compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar procedure, as set forth in the pooling and servicing, or similar, agreement.  5. In giving the certifications above, I have reasonably relied on information provided to me by the following unaffiliated party: Bank of New York.  Date: March 29, 2006   By: /s/ Russell A. Cronin, Jr.     ---------------------------------         Russell A. Cronin, Jr.         Senior Vice President         National City Bank     EX-99.1 3 l18365aexv99w1.txt EX-99.1 ANNUAL SERVICER'S CERTIFICATE                                                                       EXHIBIT 99.1                            ANNUAL SERVICER'S CERTIFICATE                                NATIONAL CITY BANK                      NATIONAL CITY CREDIT CARD MASTER NOTE TRUST       The undersigned, a duly authorized representative of National City Bank, as Servicer (in such capacity, "National City" ), pursuant to the Pooling and Servicing Agreement dated as of June 1, 1995 as amended and restated as of July 1, 2000 (as amended thereafter, the "Agreement"), as supplemented by the Series 2005-CC Supplement (the "Series 2005-CC Supplement"), between National City , as Seller and Servicer, and The Bank of New York (Delaware), as Trustee, does hereby certify as follows:       1    Capitalized terms used in this Certificate have their respective           meanings as set forth in the Agreement or the Series 2005-CC           Supplement, as applicable.       2    National City is, as of the date hereof, the Servicer under the           Agreement.       3    The undersigned is a Servicing Officer.       4    This Certificate relates to the activity for September 1, 2005 through           December 31, 2005.       5    As of the date hereof, to the best knowledge of the undersigned, the           Servicer has performed in all material respects all its obligations           under the Agreement through the yearly period and no default in the           performance of such obligations has occurred or is continuing.  IN WITNESS WHERE OF, the undersigned has duly executed this certificate this 29th day of March, 2006.                                         NATIONAL CITY BANK                                        as Administrator on behalf of the                                        National City Credit Card Master Note                                        Trust and as Servicer of the National                                        City Master Credit Card Master Trust                                          By: /s/ Larry Potter                                            -------------------------------------                                        Name: Larry Potter                                        Title: Vice President, National City Bank                                               Vice President, Finance                                               National City Card Services    EX-99.2 4 l18365aexv99w2.txt EX-99.2 SERIES 2005-1 SCHEDULE TO ANNUAL NOTEHOLDER STATEMENT                                                                       EXHIBIT 99.2               SERIES 2005-1 SCHEDULE TO ANNUAL NOTEHOLDERS' STATEMENT                     NATIONAL CITY CREDIT CARD MASTER NOTE TRUST                                   SERIES 2005-1       Reference is made to the Series 2005-CC Supplement dated as of August 23, 2005 (the "Series 2005-CC Supplement"), between NATIONAL CITY BANK, as Seller and Servicer, and The Bank of New York (Delaware), as Trustee, the Indenture dated as of August 23, 2005 (the "Indenture"), as supplemented by the Series 2005-1 Indenture Supplement, dated as of August 23, 2005 (the "Indenture Supplement"), each between NATIONAL CITY CREDIT CARD MASTER NOTE TRUST, as issuer (the "Issuer") as The Bank of New York, as the indenture trustee (the "Indenture Trustee"). Capitalized terms used in this Annual Noteholders's Statement have their respective meanings set forth in the Series 2005-CC Supplement, the Master Indenture and the Indenture Supplement, as applicable.  Information Regarding the Current Annual Distribution      1    The amount of the current annual principal payment in respect of the Class      A Notes                                                                       $         0.00  2    The amount of the current annual principal payment in respect of the Class      B Notes                                                                       $         0.00  3    The amount of the current annual principal payment in respect of the Class      C Notes                                                                       $         0.00  4    The amount of the current annual distribution in respect of Class A Annual      Interest                                                                      $ 8,594,972.46  5    The amount of the current annual distribution in respect of Class A      Additional Interest                                                           $         0.00  6    The amount of the current annual distribution in respect of Class B Annual      Interest                                                                      $   609,949.54  7    The amount of the current annual distribution in respect of Class B      Additional Interest                                                           $         0.00  8    The amount of the current annual distribution in respect of Class C Annual      Interest                                                                      $   684,666.17  9    The amount of the current annual distribution in respect of Class C      Additional Interest                                                           $       625.74  10   Series 2005-1 Investor Default Amount       (a)  The Series 2005-1 Investor Default Amount for the related Annual           Period                                                                   $15,619,070.47       (b)  The Series 2005-1 Investor Default Amount allocated to the Class A           Notes for the related Annual Period                                      $13,668,431.75       (c)  The Series 2005-1 Investor Default Amount allocated to the Class B           Notes for the related Annual Period                                      $   937,263.89       (d)  The Series 2005-1 Investor Default Amount allocated to the Class C           Notes for the related Annual Period                                      $ 1,013,374.84       11    Investors Charge-Offs       (a)  The aggregate amount of Investor Charge-Offs allocated to the Class A           Notes for the related Annual Period                                      $         0.00       (b)  The aggregate amount of Investor Charge-Offs allocated to the Class B           Notes for the related Annual Period                                      $         0.00       (c)  The aggregate amount of Investor Charge-Offs allocated to the Class C           Notes for the related Annual Period                                      $   668,277.29       (d)  The aggregate amount of the Nominal Liquidation Amount Deficit of the           Class A Notes reimbursed for the related Annual Period                   $         0.00       (e)  The aggregate amount of the Nominal Liquidation Amount Deficit of the           Class B Notes reimbursed for the related Annual Period                   $         0.00       (f)  The aggregate amount of the Nominal Liquidation Amount Deficit of the           Class C Notes reimbursed for the related Annual Period                   $   668,277.29  12    Investor Servicing Fee       (a)  The amount of the Master Trust Investor Servicing Fee payable by the           Trust on behalf of the Series 2005-1 Noteholders to the Servicer for           the related Annual Period                                                $ 1,999,443.10       (b)  The amount of Servicer Interchange payable by the Trust to the           Servicer for the related Annual Period                                   $ 1,999,443.10  13    Reallocations       (a)  The amount of Reallocated Class C Principal Collections for the           related Annual Period                                                    $         0.00       (b)  The amount of Reallocated Class B Principal Collections for the           related Annual Period                                                    $         0.00       (c)  The Class C Nominal Liquidation Amount as of the close of business for           the related Annual Period                                                $39,000,000.00       (d)  The Class B Nominal Liquidation Amount as of the close of business for           the related Annual Period                                                $36,000,000.00  14    Reserve Account       (a)  The Reserve Draw Amount for the related Annual Period                    $         0.00       (b)  The amount of the Reserve Draw Account deposited in the Collection           Account for the related Annual Period to be treated as Series 2005-1           Finance Charge Amounts for the Class A Notes                             $         0.00       (c)  The amount of the Reserve Draw Account deposited in the Collection           Account for the related Annual Period to be treated as Series 2005-1           Finance Charge Amounts for the Class B Notes                             $         0.00           (d)  The amount of the Reserve Draw Account deposited in the Collection           Account for the related Annual Period to be treated as Series 2005-1           Finance Charge Amounts for the Class C Notes                             $         0.00       (e)  The amount of deposit in the Reserve Account that exceeds the amount           required to be on deposit in the Reserve Account and is then paid to           the Issuer                                                               $         0.00  15   Spread Account       (a)  The Spread Account Deficiency for the related Annual Period              $12,847,798.54       (b)  The amount withdrawn from the Spread Account and deposited in the           Collection Account for the related Annual Period to be treated as           Series 2005-1 Finance Charge Amounts for the Class C Notes               $         0.00       (c)  The amount withdrawn from the Spread Account and deposited in the           Principal Funding Account for the Related Annual Period to be treated           as Series 2005-1 Finance Charge Amounts for the Class C Notes            $         0.00  16   Series 2005-1 Finance Charge Amounts       (a)  The amount of Series 2005-1 Finance Charge Amounts on deposit in the           Collection Account allocated to the Class A Notes for the related           Annual Period                                                            $ 8,594,972.46       (b)  The amount of Series 2005-1 Finance Charge Amounts on deposit in the           Collection Account allocated to the Class B Notes for the related           Annual Period                                                            $   609,949.54       (c)  The amount of Series 2005-1 Finance Charge Amounts on deposit in the           Collection Account allocated to the Class C Notes for the related           Annual Period                                                            $   685,291.91       (d)  The amount of Shared Excess Finance Charge Amounts for other Series of           Notes in Group A                                                         $         0.00  17   Series 2005-1 Available Principal Amounts after Reallocations       (a)  The amount of Series 2005-1 Available Principal Amounts on deposit in           the Collection Account allocated to the Class A Notes for the related           Annual Period                                                            $         0.00       (b)  The amount of Series 2005-1 Available Principal Amounts on deposit in           the Collection Account allocated to the Class B Notes for the related           Annual Period                                                            $         0.00       (c)  The amount of Series 2005-1 Available Principal Amounts on deposit in           the Collection Account allocated to the Class C Notes for the related           Annual Period                                                            $         0.00       (d)  The amount of Shared Excess Principal Amounts for other Series of           Notes in Group A                                                         $         0.00      18   Base Rate       (a)  The Base Rate for the related Annual Period                                        5.04%  19   Portfolio Yield       (a)  The Portfolio Yield for the related Annual Period                                 10.37%       (b)  The Portfolio Adjusted Yield for the related Annual Period                          N/A   IN WITNESS WHERE OF, the undersigned has duly executed this certificate this 29th day of March, 2006.                                         NATIONAL CITY BANK, as Administrator on                                        behalf of the National City Credit Card                                        Master Note Trust and as Servicer of the                                        National City Master Credit Card Master                                        Trust                                          By: /s/ Larry Potter                                            -------------------------------------                                        Name: Larry Potter                                        Title: Vice President, National City Bank                                               Vice President, Finance                                               National City Card Services    EX-99.3 5 l18365aexv99w3.txt EX-99.3 REPORT OF MANAGEMENT                                                                       EXHIBIT 99.3                          REPORT OF INDEPENDENT ACCOUNTANTS  National City Bank The Bank of New York Moody's Investors Service, Inc. Standard & Poor's Corporation  Re: National City Credit Card Master Trust, Series 2005-CC  We have examined management's assertion,  included in the accompanying report by management  titled  "Report of Management on the Controls over  Servicing of the National City Credit Card Master  Trust",  that its controls over  servicing the National City Credit Card Master Trust (the Trust) are  effective,  from  August 23, 2005  through December  31,  2005,  in  accordance  with the  covenants  and conditions  of sections  3.01,  4.01 through 4.04,  5.02(a),  and 5.02(c) of the Series 2005-CC  Supplement (to the Pooling and Servicing  Agreement)  dated as of August 23, 2005 (the 2005-CC supplement) and  sections  3.01(b-e),  3.02, 3.03,  3.04(a),  3.04(b), 3.05, 3.06,  3.09,  3.10, 4.02 through 4.07,  8.06, 8.07, and 8.08 of the Pooling and Servicing  Agreement  dated June 1, 1995 as amended  and  restated as of July 1, 2000 (the Agreement)  between  National City Bank as Seller and Servicer and The Bank of New York as Trustee, except for the controls related to  section 3.04(b) of  the  Agreement  as  described  in Attachment A  to  management's assertion. Management is  responsible for its controls over its servicing responsibilities. Our  responsibility  is to express  an opinion on management's assertion  based on our examination.  Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included obtaining an understanding of the controls over servicing the National City Credit Card Master Trust, testing and evaluating the design and operating effectiveness of those controls, and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion.  Because of inherent limitations in any internal control, misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the controls over servicing the National City Credit Card Master Trust to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the controls may deteriorate.  In our opinion, management's assertion that, from August 23, 2005 through December 31, 2005, National City Bank's controls over servicing the National City Credit Card Master Trust are effective, except for the controls related to section 3.04(b) of the Agreement as described in Attachment A to management's assertion, in providing reasonable assurance that the Trust is being serviced in accordance with the sections of the 2005-CC Supplement and Agreement specified above, is fairly stated, in all material respects, based on the criteria specified in management's assertion.                                      /s/ Ernst & Young LLP  March 29, 2006 Cleveland, Ohio                 REPORT OF MANAGEMENT ON THE CONTROLS OVER SERVICING OF                    THE NATIONAL CITY CREDIT CARD MASTER TRUST  National City Bank (the Company) is responsible for establishing and maintaining effective controls over servicing the National City Credit Card Master Trust (the Trust). The controls are designed to provide reasonable assurance to the Company's management, board of directors, The Bank of New York as Trustee, and each Rating Agency, that the Trust is being serviced in accordance with the covenants and conditions of  sections 3.01, 4.01 through 4.04, 5.02(a) and 5.02(c) of the Series 2005-CC Supplement (to the Pooling and Servicing Agreement) dated as of August 23, 2005 (the 2005-CC Supplement) and sections 3.01(b-e), 3.02, 3.03, 3.04(a), 3.04(b), 3.05, 3.06, 3.09, 3.10, 4.02 through 4.07, 8.06, 8.07, and 8.08 of the Pooling and Servicing Agreement dated June 1, 1995, as amended and restated as of July 1, 2000 (as amended and supplemented from time to time, the Agreement) between National City Bank as Seller and Servicer and The Bank of New York (Delaware) as Trustee.  There are inherent limitations in any control, including the possibility of human error and the circumvention or overriding of the controls. Accordingly, even effective controls can provide only reasonable assurance with respect to the achievement of any objectives of controls. Further, because of changes in conditions, the effectiveness of controls may vary over time.  The Company has determined that the objectives of controls with respect to the servicing of the National City Credit Card Master Trust are to provide reasonable, but not absolute, assurance that the Trust is being serviced in accordance with the covenants and conditions of  sections 3.01, 4.01 through 4.04, 5.02(a) and 5.02(c) of the 2005-CC Supplement and sections 3.01(b-e), 3.02, 3.03, 3.04(a), 3.04(b), 3.05, 3.06, 3.09, 3.10, 4.02 through 4.07, 8.06, 8.07, and 8.08 of the Agreement.  The Company has assessed its controls over servicing the National City Credit Card Master Trust in relation to these criteria. Based upon this assessment, the Company believes that, from August 23, 2005 through December 31, 2005, its controls over servicing the National City Credit Card Master Trust were effective, except for the controls related to Section 3.04(b) of the Agreement as described in Attachment A, in providing reasonable assurance that the Trust is being serviced in accordance with the sections of the 2005-CC Supplement and Agreement specified above.  National City Bank  By /s/ Russell A. Cronin, Jr.    -------------------------- Russell A. Cronin, Jr. Senior Vice President  March 29, 2006                                                                        ATTACHMENT A                    NATIONAL CITY CREDIT CARD MASTER NOTE TRUST                                   SERIES 2005-1                                CONTROL EXCEPTIONS  OBJECTIVE:  Pursuant to Section 3.04(b) of the Pooling and Servicing Agreement dated June 1, 1995 as Amended and Restated as of July 1, 2000 (the Agreement) between National City Bank as Seller and Servicer and The Bank of New York as Trustee, National City as Servicer is required to prepare certain information each month regarding current distributions to noteholders and the performance of the National City Credit Card Master Note Trust during the previous month.  CONTROL EXCEPTION IDENTIFIED:  Management determined that these errors were the result of a breakdown in controls related to management oversight and review of the monthly noteholder reports, especially during the reporting periods impacted by the Bankruptcy Reform legislation.  REPORT DATED OCTOBER 17, 2005:    ITEM                                                                                                                     VARIANCE NUMBER  DESCRIPTION                                                                     REPORTED         AMENDED          CHANGE - ------  -----------                                                                     --------        ---------      ------------       10a     The Series 2005-1 Investor Default Amount for the related Monthly Period      3,647,418.93     3,645,773.48     (1,645.45) 10b     The Series 2005-1 Investor Default Amount allocated to the Class A Notes           for the related Monthly Period                                              3,191,491.56     3,190,051.80     (1,439.76) 10c     The Series 2005-1 Investor Default Amount allocated to the Class B Notes           for the related Monthly Period                                                218,845.14       218,746.41        (98.73) 10d     The Series 2005-1 Investor Default Amount allocated to the Class C Notes           for the related Monthly Period                                                237,082.23       236,975.28       (106.95)   REPORT DATED NOVEMBER 15, 2005:    ITEM                                                                                                                     VARIANCE NUMBER  DESCRIPTION                                                                     REPORTED         AMENDED          CHANGE - ------  -----------                                                                     --------        ---------     ------------       10a     The Series 2005-1 Investor Default Amount for the related Monthly Period      3,647,418.93     3,290,941.98   (356,476.95) 10b     The Series 2005-1 Investor Default Amount allocated to the Class A Notes           for the related Monthly Period                                              3,191,491.56     2,879,574.23   (311,917.33) 10c     The Series 2005-1 Investor Default Amount allocated to the Class B Notes           for the related Monthly Period                                                218,845.14       197,456.52    (21,388.62) 10d     The Series 2005-1 Investor Default Amount allocated to the Class C Notes           for the related Monthly Period                                                237,082.23       213,911.23    (23,171.00)   REPORT DATED DECEMBER 15, 2005:                                                                                                                              VARIANCE                                                                                  REPORTED                AMENDED           CHANGE      Information Regarding the Current Monthly Distribution - ------------------------------------------------------  1 The amount of the current monthly principal payment in respect   of the Class A Notes ...............................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  2 The amount of the current monthly principal payment in respect   of the Class B Notes ...............................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  3 The amount of the current monthly principal payment in respect   of the Class C Notes ...............................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  4 The amount of the current monthly distribution in respect of   Class A Monthly Interest ...........................................        $   1,824,375.00          1,824,375.00          0.00                                                                               ----------------------------------------------------  5 The amount of the current monthly distribution in respect of   Class A Additional Interest ........................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  6 The amount of the current monthly distribution in respect of   Class B Monthly Interest ...........................................        $     129,300.00            129,300.00          0.00                                                                               ----------------------------------------------------  7 The amount of the current monthly distribution in respect of   Class B Additional Interest ........................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  8 The amount of the current monthly distribution in respect of   Class C Monthly Interest ...........................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------  9 The amount of the current monthly distribution in respect of   Class C Additional Interest ........................................        $           0.00                  0.00          0.00                                                                               ----------------------------------------------------       10  Series 2005-1 Investor Default Amount     -------------------------------------  (a) The Series 2005-1 Investor Default Amount for the related     Monthly Period ...................................................          $   6,893,730.33          6,893,730.33        0.00                                                                                 --------------------------------------------------  (b) The Series 2005-1 Investor Default Amount allocated to the     Class A Notes for the related Monthly Period .....................          $   6,032,014.04          6,032,014.04        0.00                                                                                 --------------------------------------------------  (c) The Series 2005-1 Investor Default Amount allocated to the     Class B Notes for the related Monthly Period .....................          $     413,623.82            413,623.82        0.00                                                                                 --------------------------------------------------  (d) The Series 2005-1 Investor Default Amount allocated to the     Class C Notes for the related Monthly Period .....................          $     448,092.47            448,092.47        0.00                                                                                 --------------------------------------------------       11  Investors Charge-Offs     ---------------------  (a) The aggregate amount of Investor Charge-Offs allocated to the     Class A Notes for the related Monthly Period .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------  (b) The aggregate amount of Investor Charge-Offs allocated to the     Class B Notes for the related Monthly Period .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------  (c) The aggregate amount of Investor Charge-Offs allocated to the     Class C Notes for the related Monthly Period .....................          $     641,220.33            668,277.29   27,056.96                                                                                 ----------------------------------------------------  (d) the aggregate amount of the Nominal Liquidation Amount     Deficit of the Class A Notes reimbursed on the Transfer Date     immediately preceding this Distribution Date .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------  (e) the aggregate amount of the Nominal Liquidation Amount     Deficit of the Class B Notes reimbursed on the Transfer Date     immediately preceding this Distribution Date .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------  (f) the aggregate amount of the Nominal Liquidation Amount     Deficit of the Class C Notes reimbursed on the Transfer Date     immediately preceding this Distribution Date .....................          $           0.00                  0.00        0.00                                                                                 ----------------------------------------------------       12  Investor Servicing Fee     ----------------------  (a) The amount of the Master Trust Investor Servicing Fee payable     by the Trust on behalf of the Series 2005-1 Noteholders to the     Servicer for the related Monthly Period ..........................          $     500,000.00        500,000.00            0.00                                                                                 ----------------------------------------------------  (b) The amount of Servicer Interchange payable by the Trust to the     Servicer for the related Monthly Period ..........................          $     500,000.00        500,000.00            0.00                                                                                 ----------------------------------------------------       13  Reallocations     -------------  (a) The amount of Reallocated Class C Principal Collections with     respect to this Distribution Date ................................          $     641,220.33              0.00     (641,220.33)                                                                                 ----------------------------------------------------  (b) The amount of Reallocated Class B Principal Collections with     respect to this Distribution Date ................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (c) The Class C Nominal Liquidation Amount as of the close of     business on this Distribution Date ...............................          $  38,358,779.67     38,331,722.71      (27,056.96)                                                                                 ----------------------------------------------------  (d) The Class B Nominal Liquidation Amount as of the close of     business on this Distribution Date ...............................          $  36,000,000.00     36,000,000.00            0.00                                                                                 ----------------------------------------------------       14  Reserve Account     ---------------  (a) The Reserve Draw Amount on the related Transfer Date .............          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (b) The amount of the Reserve Draw Account deposited in the     Collection Account on the related Transfer     Date to be treated as Series 2005-1     Finance Charge Amounts for the Class A     Notes ............................................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (c) The amount of the Reserve Draw Account deposited in the     Collection Account on the related Transfer     Date to be treated as Series 2005-1     Finance Charge Amounts for the Class B     Notes ............................................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (d) The amount of the Reserve Draw Account deposited in     the Collection Account on the related Transfer     Date to be treated as Series 2005-1     Finance Charge Amounts for the Class C Notes ....................          $           0.00               0.00            0.00                                                                                 ----------------------------------------------------  (e) The amount of deposit in the Reserve Account that exceeds the     amount required to be on deposit in the Reserve Account and is     then paid to the Issuer ..........................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------       15  Spread Account     --------------  (a) The Spread Account Deficiency on the related Transfer Date .......          $           0.00     16,500,000.00   16,500,000.00                                                                                 ----------------------------------------------------  (b) The amount withdrawn from the Spread Account and deposited     in the Collection Account on the related Transfer Date to     be treated as Series 2005-1 Finance Charge     Amounts for the Class C Notes ....................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (c) The amount withdrawn from the Spread Account and deposited     in the Principal Funding Account on the related Transfer     Date to be treated as Series 2005-1 Finance Charge     Amounts for the Class C Notes ....................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------       16  Series 2005-1 Finance Charge Amounts     ------------------------------------  (a) The amount of Series 2005-1 Finance Charge Amounts on     deposit in the Collection Account allocated to the Class A     Notes on the related Transfer Date ...............................          $   1,824,375.00      1,824,375.00            0.00                                                                                 ----------------------------------------------------  (b) The amount of Series 2005-1 Finance Charge Amounts on     deposit in the Collection Account allocated to the Class B     Notes on the related Transfer Date ...............................          $     129,300.00        129,300.00            0.00                                                                                 ----------------------------------------------------  (c) The amount of Series 2005-1 Finance Charge Amounts on     deposit in the Collection Account allocated to the Class C     Notes on the related Transfer Date ...............................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (d) The amount of Shared Excess Finance Charge Amounts for other     Series of Notes in Group A .......................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------       17  Series 2005-1 Available Principal Amounts after Reallocations     ------------------------------------------------------------  (a) The amount of Series 2005-1 Available Principal Amounts on     deposit in the Collection Account allocated to the Class A     Notes on the related Transfer Date ...............................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (b) The amount of Series 2005-1 Available Principal Amounts on     deposit in the Collection Account allocated to the Class B     Notes on the related Transfer Date ...............................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (c) The amount of Series 2005-1 Available Principal Amounts on     deposit in the Collection Account allocated to the Class C     Notes on the related Transfer Date ...............................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------  (d) The amount of Shared Excess Principal Amounts for other     Series of Notes in Group A .......................................          $           0.00              0.00            0.00                                                                                 ----------------------------------------------------       18  Base Rate     ---------  (a) The Base Rate for the related Monthly Period .....................                      5.20%            5.20%            0.00                                                                                 ----------------------------------------------------       19  Portfolio Yield     ---------------  (a) The Portfolio Yield for the related Monthly Period ...............                      2.66%            3.62%            0.96%                                                                                 ----------------------------------------------------  (b) The Portfolio Adjusted Yield for the related Monthly Period ......                      N/A               N/A             N/A                                                                                 ----------------------------------------------------   RESOLUTION:  Management has enhanced the controls related to preparation of the monthly noteholder reports by strengthening the management oversight and review of the monthly noteholder reports. Additionally, a calculation model to be used in the preparation of the reports is being updated and validated with specific attentions towards the processing of information during other than normal performance scenarios.    -----END PRIVACY-ENHANCED MESSAGE-----