Common use of Form of Certificate Clause in Contracts

Form of Certificate. Each TrENDS shall be countersigned manually or in facsimile by the Regular Trustee and executed manually by the Regular Trustee, on behalf of the Trust, in substantially the form of EXHIBIT A hereto with the blanks appropriately filled in, shall be dated the date of execution and delivery by the Regular Trustee and shall represent a fractional undivided interest in the TrENDS Estate, the numerator of which fraction shall be the number of TrENDS set forth on the face of such TrENDS and the denominator of which shall be the total number of TrENDS outstanding at that time. All TrENDS shall be issued in registered form and shall be numbered serially. At no time shall the aggregate number of TrENDS represented by such countersigned certificates exceed the number of then outstanding TrENDS, except as permitted by Section 5.5 of this Agreement. The Trust reserves the right to modify the form of certificate from time to time to reflect any changes in applicable law or regulation (or the interpretation thereof) and/or if it so determines, discontinue the requirement that such certificates be delivered. Any resale or other transfer, or attempted resale or other transfer, of a TrENDS that is not made in compliance with the restrictions set forth thereon will be void and will not be recognized by the Trust. The TrENDS and related documentation may, subject to the terms of the Transaction Documents, be amended or supplemented from time to time to modify the restrictions on and procedures for resales and other transfers of the TrENDS to reflect any change in applicable law or regulation (or the interpretation thereof). Each holder of any TrENDS shall be deemed, by the acceptance of such TrENDS, to have agreed to any such amendment or supplement. Pending the preparation of definitive TrENDS, the Regular Trustee, on behalf of the Trust, may execute and the Regular Trustee shall authenticate and deliver temporary TrENDS (printed, lithographed, typewritten or otherwise reproduced, in each case in form satisfactory to the TrENDS Registrar). Temporary TrENDS shall be issuable as registered TrENDS substantially in the form of the definitive TrENDS but with such omissions, insertions and variations as may be appropriate for temporary TrENDS. Every temporary TrENDS shall be executed by the Regular Trustee and be authenticated by the TrENDS Registrar upon the same conditions and in substantially the same manner, and with like effect, as the definitive TrENDS. Without unreasonable delay the Regular Trustee shall execute and shall furnish definitive TrENDS and thereupon temporary TrENDS may be surrendered in exchange therefor without charge at each office or agency of the TrENDS Registrar and the TrENDS Registrar shall authenticate and deliver in exchange for such temporary TrENDS definitive TrENDS for a like aggregate number of TrENDS. Until so exchanged, the temporary TrENDS shall be entitled to the same benefits hereunder as definitive TrENDS.

Form of Certificate. Each TrENDS shall be countersigned manually CLASS A Unless this Certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation ("DTC"), to MBNA America Bank, National Association or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or in facsimile such other name as requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. No. __ $__________ CUSIP No. _________ MBNA MASTER CREDIT CARD TRUST II CLASS A 5.25% ASSET BACKED CERTIFICATE, SERIES 1998-J Evidencing an Undivided Interest in a trust, the corpus of which consists of a portfolio of MasterCard registered trademark and VISA registered trademark credit card receivables generated or acquired by MBNA America Bank, National Association and other assets and interests constituting the Trust under the Pooling and Servicing Agreement described below. (Not an interest in or obligation of MBNA America Bank, National Association or any Affiliate thereof.) This certifies that CEDE & CO. (the "Class A Certificateholder") is the registered owner of an Undivided Interest in a trust (the "Trust"), the corpus of which consists of a portfolio of receivables (the "Receivables") now existing or hereafter created and arising in connection with selected MasterCard and VISA credit card accounts (the "Accounts") of MBNA America Bank, National Association, a national banking association organized under the laws of the United States, all monies due or to become due in payment of the Receivables (including all Finance Charge Receivables but excluding recoveries on any charged-off Receivables), the right to certain amounts received as Interchange with respect to the Accounts, the benefits of the Collateral Interest and the other assets and interests constituting the Trust pursuant to a Pooling and Servicing Agreement dated as of August 4, 1994, as amended as of March 11, 1996 and as of June 2, 1998, as supplemented by the Regular Series 1998-J Supplement dated as of October 29, 1998 (collectively, the "Pooling and Servicing Agreement"), by and between MBNA America Bank, National Association, as Seller (the "Seller") and as Servicer (the "Servicer"), and The Bank of New York, as Trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth herein below. The Series 1998-J Certificates are issued in two classes, the Class A Certificates (of which this certificate is one) and executed manually the Class B Certificates, which are subordinated to the Class A Certificates in certain rights of payment as described herein and in the Pooling and Servicing Agreement. The Seller has structured the Pooling and Servicing Agreement and the Series 1998-J Certificates with the intention that the Series 1998-J Certificates will qualify under applicable tax law as indebtedness, and each of the Seller, the Holder of the Seller Interest, the Servicer and each Series 1998-J Certificateholder (or Series 1998-J Certificate Owner) by acceptance of its Series 1998-J Certificate (or in the case of a Series 1998-J Certificate Owner, by virtue of such Series 1998-J Certificate Owner's acquisition of a beneficial interest therein), agrees to treat and to take no action inconsistent with the treatment of the Series 1998-J Certificates (or any beneficial interest therein) as indebtedness for purposes of federal, state, local and foreign income or franchise taxes and any other tax imposed on or measured by income. Each Series 1998-J Certificateholder agrees that it will cause any Series 1998-J Certificate Owner acquiring an interest in a Series 1998-J Certificate through it to comply with the Pooling and Servicing Agreement as to treatment of the Series 1998-J Certificates as indebtedness for certain tax purposes. To the extent not defined herein, capitalized terms used herein have the respective meanings assigned to them in the Pooling and Servicing Agreement. This Class A Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement, as amended from time to time, the Class A Certificateholder by virtue of the acceptance hereof assents and by which the Class A Certificateholder is bound. Although a summary of certain provisions of the Pooling and Servicing Agreement is set forth below, this Class A Certificate is qualified in its entirety by the Regular terms and provisions of the Pooling and Servicing Agreement and reference is made to that Pooling and Servicing Agreement for information with respect to the interests, rights, benefits, obligations, proceeds, and duties evidenced hereby and the rights, duties and obligations of the Trustee. Interest will accrue on the Class A Certificates at the rate of 5.25% per annum from the Closing Date and will be distributed on December 15, 1998 and on the 15th day of each calendar month thereafter, or if such day is not a Business Day, on the next succeeding Business Day (a "Distribution Date"), to the Class A Certificateholders of record as of the last Business Day of the calendar month preceding such Distribution Date. During the Rapid Amortization Period, in addition to Class A Monthly Interest, Class A Monthly Principal will be distributed to the Class A Certificateholders on the Distribution Date of each calendar month commencing in the month following the commencement of the Rapid Amortization Period until the Class A Certificates have been paid in full. During the Controlled Accumulation Period, in addition to monthly payments of Class A Monthly Interest, the amount on deposit in the Principal Funding Account (but not in excess of the Class A Investor Interest) will be distributed as principal to the Class A Certificateholders on the September 2003 Distribution Date, unless distributed earlier as a result of the commencement of the Rapid Amortization Period in accordance with the Pooling and Servicing Agreement. Unless the certificate of authentication hereon has been executed by or on behalf of the Trustee, by manual signature, this Class A Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement, or be valid for any purpose. IN WITNESS WHEREOF, MBNA America Bank, National Association has caused this Series 1998-J Class A Certificate to be duly executed under its official seal. By:_______________________________ Authorized Officer [Seal] Attested to: By:________________________ Cashier Date: October 29, 1998 Form of Trustee's Certificate of Authentication CERTIFICATE OF AUTHENTICATION This is one of the Series 1998-J Class A Certificates referred to in the within-mentioned Pooling and Servicing Agreement. THE BANK OF NEW YORK, Trustee By:________________________ Authorized Signatory Date: October 29, 1998 EXHIBIT A-2 FORM OF CERTIFICATE CLASS B Unless this Certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation ("DTC"), to MBNA America Bank, National Association or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. No. __ $__________ CUSIP No. _________ MBNA MASTER CREDIT CARD TRUST II CLASS B 5.65% ASSET BACKED CERTIFICATE, SERIES 1998-J Evidencing an Undivided Interest in a trust, the corpus of which consists of a portfolio of MasterCard registered trademark and VISA registered trademark credit card receivables generated or acquired by MBNA America Bank, National Association and other assets and interests constituting the Trust under the Pooling and Servicing Agreement described below. (Not an interest in or obligation of MBNA America Bank, National Association or any Affiliate thereof.) This certifies that CEDE & CO. (the "Class B Certificateholder") is the registered owner of an Undivided Interest in a trust (the "Trust"), the corpus of which consists of a portfolio of receivables (the "Receivables") now existing or hereafter created and arising in substantially connection with selected MasterCard and VISA credit card accounts (the form "Accounts") of EXHIBIT A hereto MBNA America Bank, National Association, a national banking association organized under the laws of the United States, all monies due or to become due in payment of the Receivables (including all Finance Charge Receivables but excluding recoveries on any charged- off Receivables), the right to certain amounts received as Interchange with respect to the blanks appropriately filled inAccounts, shall be the benefits of the Collateral Interest and the other assets and interests constituting the Trust pursuant to a Pooling and Servicing Agreement dated the date as of execution August 4, 1994, as amended as of March 11, 1996 and delivery as of June 2, 1998, as supplemented by the Regular Series 1998-J Supplement dated as of October 29, 1998 (collectively, the "Pooling and Servicing Agreement"), by and between MBNA America Bank, National Association, as Seller (the "Seller") and as Servicer (the "Servicer"), and The Bank of New York, as Trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth herein below. The Series 1998-J Certificates are issued in two classes, the Class A Certificates and shall represent a fractional undivided interest the Class B Certificates (of which this certificate is one), which are subordinated to the Class A Certificates in certain rights of payment as described herein and in the TrENDS Estate, the numerator of which fraction shall be the number of TrENDS set forth on the face of such TrENDS Pooling and the denominator of which shall be the total number of TrENDS outstanding at that time. All TrENDS shall be issued in registered form and shall be numbered serially. At no time shall the aggregate number of TrENDS represented by such countersigned certificates exceed the number of then outstanding TrENDS, except as permitted by Section 5.5 of this Servicing Agreement. The Trust reserves Seller has structured the right Pooling and Servicing Agreement and the Series 1998-J Certificates with the intention that the Series 1998-J Certificates will qualify under applicable tax law as indebtedness, and each of the Seller, the Holder of the Seller Interest, the Servicer and each Series 1998-J Certificateholder (or Series 1998-J Certificate Owner) by acceptance of its Series 1998-J Certificate (or in the case of a Series 1998-J Certificate Owner, by virtue of such Series 1998-J Certificate Owner's acquisition of a beneficial interest therein), agrees to modify treat and to take no action inconsistent with the form treatment of certificate the Series 1998-J Certificates (or any beneficial interest therein) as indebtedness for purposes of federal, state, local and foreign income or franchise taxes and any other tax imposed on or measured by income. Each Series 1998-J Certificateholder agrees that it will cause any Series 1998-J Certificate Owner acquiring an interest in a Series 1998-J Certificate through it to comply with the Pooling and Servicing Agreement as to treatment of the Series 1998-J Certificates as indebtedness for certain tax purposes. To the extent not defined herein, capitalized terms used herein have the respective meanings assigned to them in the Pooling and Servicing Agreement. This Class B Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement, as amended from time to time time, the Class B Certificateholder by virtue of the acceptance hereof assents and by which the Class B Certificateholder is bound. Although a summary of certain provisions of the Pooling and Servicing Agreement is set forth below, this Class B Certificate is qualified in its entirety by the terms and provisions of the Pooling and Servicing Agreement and reference is made to reflect any changes in applicable law or regulation (or that Pooling and Servicing Agreement for information with respect to the interpretation thereof) and/or if it so determinesinterests, discontinue rights, benefits, obligations, proceeds, and duties evidenced hereby and the requirement that such certificates rights, duties and obligations of the Trustee. Interest will accrue on the Class B Certificates at the rate of 5.65% per annum from the Closing Date and will be delivered. Any resale or other transferdistributed on December 15, 1998 and on the 15th day of each calendar month thereafter, or attempted resale or other transfer, of a TrENDS that if such day is not made a Business Day, on the next succeeding Business Day (a "Distribution Date"), to the Class B Certificateholders of record as of the last Business Day of the calendar month preceding such Distribution Date. During the Rapid Amortization Period, in compliance addition to Class B Monthly Interest, Class B Monthly Principal will be distributed to the Class B Certificateholders on each Distribution Date commencing in the month following the commencement of the Rapid Amortization Period (and after payment in full of the Class A Investor Interest) until the Class B Certificates have been paid in full. During the Controlled Accumulation Period, in addition to monthly payments of Class B Monthly Interest, the amount remaining on deposit in the Principal Funding Account after the payment in full of the Class A Investor Interest (but not in excess of the Class B Investor Interest) will be distributed as principal to the Class B Certificateholders on the September 2003 Distribution Date, unless distributed earlier as a result of the commencement of the Rapid Amortization Period in accordance with the restrictions set forth thereon will be void Pooling and will not be recognized Servicing Agreement. Unless the certificate of authentication hereon has been executed by the Trust. The TrENDS and related documentation may, subject to the terms of the Transaction Documents, be amended or supplemented from time to time to modify the restrictions on and procedures for resales and other transfers of the TrENDS to reflect any change in applicable law or regulation (or the interpretation thereof). Each holder of any TrENDS shall be deemed, by the acceptance of such TrENDS, to have agreed to any such amendment or supplement. Pending the preparation of definitive TrENDS, the Regular Trustee, on behalf of the TrustTrustee, may execute and the Regular Trustee by manual signature, this Class B Certificate shall authenticate and deliver temporary TrENDS (printed, lithographed, typewritten or otherwise reproduced, in each case in form satisfactory to the TrENDS Registrar). Temporary TrENDS shall be issuable as registered TrENDS substantially in the form of the definitive TrENDS but with such omissions, insertions and variations as may be appropriate for temporary TrENDS. Every temporary TrENDS shall be executed by the Regular Trustee and be authenticated by the TrENDS Registrar upon the same conditions and in substantially the same manner, and with like effect, as the definitive TrENDS. Without unreasonable delay the Regular Trustee shall execute and shall furnish definitive TrENDS and thereupon temporary TrENDS may be surrendered in exchange therefor without charge at each office or agency of the TrENDS Registrar and the TrENDS Registrar shall authenticate and deliver in exchange for such temporary TrENDS definitive TrENDS for a like aggregate number of TrENDS. Until so exchanged, the temporary TrENDS shall not be entitled to any benefit under the same benefits hereunder Pooling and Servicing Agreement, or be valid for any purpose. IN WITNESS WHEREOF, MBNA America Bank, National Association has caused this Series 1998-J Class B Certificate to be duly executed under its official seal. By:_______________________________ Authorized Officer [Seal] Attested to: By:________________________ Cashier Date: October 29, 1998 Form of Trustee's Certificate of Authentication CERTIFICATE OF AUTHENTICATION This is one of the Series 1998-J Class B Certificates referred to in the within-mentioned Pooling and Servicing Agreement. THE BANK OF NEW YORK Trustee By:________________________ Authorized Signatory Date: October 29, 1998 EXHIBIT B FORM OF MONTHLY PAYMENT INSTRUCTIONS AND NOTIFICATION TO THE TRUSTEE MBNA AMERICA BANK, NATIONAL ASSOCIATION MBNA MASTER CREDIT CARD TRUST II SERIES 1998-J MONTHLY PERIOD ENDING _________ __, ____ Capitalized terms used in this notice have their respective meanings set forth in the Pooling and Servicing Agreement. References herein to certain sections and subsections are references to the respective sections and subsections of the Pooling and Servicing Agreement as definitive TrENDSsupplemented by the Series 1998-J Supplement. This notice is delivered pursuant to Section 4.09.

Form of Certificate. Each TrENDS Certificate evidencing TrUEPrS shall ------------------- be countersigned executed manually or in by facsimile by the Regular Managing Trustee and executed countersigned manually by the Regular Trustee, on behalf of the Trust, Paying Agent in substantially the form of EXHIBIT Exhibit A hereto with the blanks appropriately filled in, shall be dated the date of execution on which they are countersigned and delivery delivered by the Regular Trustee Paying Agent and shall represent a fractional undivided interest in the TrENDS Estateassets of the Trust, the numerator of which fraction shall be the number of TrENDS TrUEPrS set forth on the face of such TrENDS Certificate and the denominator of which shall be the total number of TrENDS TrUEPrS outstanding at that time. All TrENDS TrUEPrS shall be issued in registered form and shall be numbered serially. At no Certificates bearing the manual or facsimile signatures of any individual who was at any time the Managing Trustee shall bind the aggregate number of TrENDS represented by such countersigned certificates exceed the number of then outstanding TrENDSTrust, except as permitted by Section 5.5 of this Agreement. The Trust reserves the right to modify the form of certificate from time to time to reflect any changes in applicable law or regulation (or the interpretation thereof) and/or if it so determines, discontinue the requirement notwithstanding that such certificates individual ceased to hold such office prior to the countersignature and delivery of such Certificates or did not hold such position at the date of such Certificates. No Certificate shall be delivered. Any resale entitled to any benefits hereunder or other transfer, be valid or attempted resale or other transfer, of a TrENDS that is not made in compliance with the restrictions set forth thereon will be void and will not be recognized obligatory for any purpose unless such Certificate shall have been countersigned by the Trust. The TrENDS Paying Agent as provided above, and related documentation may, subject to the terms of the Transaction Documents, be amended or supplemented from time to time to modify the restrictions on and procedures for resales and other transfers of the TrENDS to reflect such countersignature upon any change in applicable law or regulation (or the interpretation thereof). Each holder of any TrENDS Certificate shall be deemedconclusive evidence, by and the acceptance of only evidence, that such TrENDS, to have agreed to any such amendment or supplementCertificate has been duly countersigned and delivered hereunder. Pending the preparation of definitive TrENDSCertificates, the Regular Trustee, on behalf of the Trust, Trustees may execute and the Regular Trustee Paying Agent shall authenticate countersign and deliver temporary TrENDS Certificates (printed, lithographed, typewritten or otherwise reproduced, in each case in form satisfactory to the TrENDS RegistrarPaying Agent). The Certificates to be delivered to the Underwriters pursuant to the Purchase Agreement will be issued in the form of a global Certificate or Certificates evidencing the TrUEPrS to be issued to the Underwriters, which will be delivered to DTC or its nominee by or on behalf of the Trust. Such global Certificate or Certificates shall initially be registered on the register maintained by the Paying Agent in the name of Cede & Co., the nominee of DTC, and no beneficial owner of an interest in such TrUEPrS will receive a definitive Certificate representing such beneficial owner's interest in such TrUEPrS, except as provided in the next paragraph. Unless and until definitive Certificates have been issued pursuant to the next paragraph, the Trust shall be entitled to deal with DTC for all purposes of this Agreement as the Holder and the sole Holder of the Certificates and shall have no obligation to the beneficial owners of interest therein, and neither the Trust, the Trustees, the Paying Agent nor any agent of any of the foregoing shall have any liability with respect to or responsibility for the records of DTC or its participants. If DTC elects to discontinue its services as securities depository, then definitive Certificates shall be prepared by the Trust. Upon surrender of the global Certificate or Certificates and accompanied by registration instructions from DTC, the Trustees shall cause definitive Certificates to be registered in the names and delivered to the persons set forth in DTC's instructions. Neither the Trustees, the Trust, the Paying Agent nor any agent of any of the foregoing shall be liable for any delay by DTC in delivering such instructions and may conclusively rely on, and shall be fully protected in relying on, such instructions. Temporary TrENDS Certificates shall be issuable as registered TrENDS Certificates substantially in the form of the definitive TrENDS Certificates but with such omissions, insertions and variations as may be appropriate for temporary TrENDSCertificates, all as may be determined by the Trustees. Every temporary TrENDS Certificate shall be executed by the Regular Managing Trustee and be authenticated countersigned by the TrENDS Registrar Paying Agent upon the same conditions and in substantially the same manner, and with like effect, as the definitive TrENDSCertificates. Without unreasonable delay the Regular Managing Trustee shall execute and shall furnish definitive TrENDS Certificates and thereupon temporary TrENDS Certificates may be surrendered in exchange therefor without charge at each office or agency of the TrENDS Registrar Paying Agent and the TrENDS Registrar Paying Agent shall authenticate countersign and deliver in exchange for such temporary TrENDS Certificates definitive TrENDS Certificates for a like aggregate number of TrENDS. TrUEPrS. Until so exchanged, the temporary TrENDS Certificates shall be entitled to the same benefits hereunder as definitive TrENDSCertificates.

Form of Certificate. Each TrENDS Certificate evidencing TrUEPrS ------------------- shall be countersigned executed manually or in by facsimile by the Regular Managing Trustee and executed countersigned manually by the Regular Trustee, on behalf of the Trust, Paying Agent in substantially the form of EXHIBIT Exhibit A hereto with the blanks appropriately filled in, shall be dated the date of execution on which they are countersigned and delivery delivered by the Regular Trustee Paying Agent and shall represent a fractional undivided interest in the TrENDS Estateassets of the Trust, the numerator of which fraction shall be the number of TrENDS TrUEPrS set forth on the face of such TrENDS Certificate and the denominator of which shall be the total number of TrENDS TrUEPrS outstanding at that time. All TrENDS TrUEPrS shall be issued in registered form and shall be numbered serially. At no Certificates bearing the manual or facsimile signatures of any individual who was at any time the Managing Trustee shall bind the aggregate number of TrENDS represented by such countersigned certificates exceed the number of then outstanding TrENDSTrust, except as permitted by Section 5.5 of this Agreement. The Trust reserves the right to modify the form of certificate from time to time to reflect any changes in applicable law or regulation (or the interpretation thereof) and/or if it so determines, discontinue the requirement notwithstanding that such certificates individual ceased to hold such office prior to the countersignature and delivery of such Certificates or did not hold such position at the date of such Certificates. No Certificate shall be delivered. Any resale entitled to any benefits hereunder or other transfer, be valid or attempted resale or other transfer, of a TrENDS that is not made in compliance with the restrictions set forth thereon will be void and will not be recognized obligatory for any purpose unless such Certificate shall have been countersigned by the Trust. The TrENDS Paying Agent as provided above, and related documentation may, subject to the terms of the Transaction Documents, be amended or supplemented from time to time to modify the restrictions on and procedures for resales and other transfers of the TrENDS to reflect such countersignature upon any change in applicable law or regulation (or the interpretation thereof). Each holder of any TrENDS Certificate shall be deemedconclusive evidence, by and the acceptance of only evidence, that such TrENDS, to have agreed to any such amendment or supplementCertificate has been duly countersigned and delivered hereunder. Pending the preparation of definitive TrENDSCertificates, the Regular Trustee, on behalf of the Trust, Trustees may execute and the Regular Trustee Paying Agent shall authenticate countersign and deliver temporary TrENDS Certificates (printed, lithographed, typewritten or otherwise reproduced, in each case in form satisfactory to the TrENDS RegistrarPaying Agent). The Certificates to be delivered to the Underwriters pursuant to the Purchase Agreement will be issued in the form of a global Certificate or Certificates evidencing the TrUEPrS to be issued to the Underwriters, which will be delivered to DTC or its nominee by or on behalf of the Trust. Such global Certificate or Certificates shall initially be registered on the register maintained by the Paying Agent in the name of Cede & Co., the nominee of DTC, and no beneficial owner of an interest in such TrUEPrS will receive a definitive Certificate representing such beneficial owner's interest in such TrUEPrS, except as provided in the next paragraph. Unless and until 15 definitive Certificates have been issued pursuant to the next paragraph, the Trust shall be entitled to deal with DTC for all purposes of this Agreement as the Holder and the sole Holder of the Certificates and shall have no obligation to the beneficial owners of interest therein, and neither the Trust, the Trustees, the Paying Agent nor any agent of any of the foregoing shall have any liability with respect to or responsibility for the records of DTC or its participants. If DTC elects to discontinue its services as securities depository, then definitive Certificates shall be prepared by the Trust. Upon surrender of the global Certificate or Certificates and accompanied by registration instructions from DTC, the Trustees shall cause definitive Certificates to be registered in the names and delivered to the persons set forth in DTC's instructions. Neither the Trustees, the Trust, the Paying Agent nor any agent of any of the foregoing shall be liable for any delay by DTC in delivering such instructions and may conclusively rely on, and shall be fully protected in relying on, such instructions. Temporary TrENDS Certificates shall be issuable as registered TrENDS Certificates substantially in the form of the definitive TrENDS Certificates but with such omissions, insertions and variations as may be appropriate for temporary TrENDSCertificates, all as may be determined by the Trustees. Every temporary TrENDS Certificate shall be executed by the Regular Managing Trustee and be authenticated countersigned by the TrENDS Registrar Paying Agent upon the same conditions and in substantially the same manner, and with like effect, as the definitive TrENDSCertificates. Without unreasonable delay the Regular Managing Trustee shall execute and shall furnish definitive TrENDS Certificates and thereupon temporary TrENDS Certificates may be surrendered in exchange therefor without charge at each office or agency of the TrENDS Registrar Paying Agent and the TrENDS Registrar Paying Agent shall authenticate countersign and deliver in exchange for such temporary TrENDS Certificates definitive TrENDS Certificates for a like aggregate number of TrENDS. TrUEPrS. Until so exchanged, the temporary TrENDS Certificates shall be entitled to the same benefits hereunder as definitive TrENDSCertificates.

Form of Certificate. Each TrENDS shall be countersigned manually CLASS A Unless this Certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation ("DTC"), to MBNA America Bank, National Association or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or in facsimile such other name as requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. No. __ $__________ CUSIP No. _________ MBNA MASTER CREDIT CARD TRUST II CLASS A FLOATING RATE ASSET BACKED CERTIFICATE, SERIES 1998-I Evidencing an Undivided Interest in a trust, the corpus of which consists of a portfolio of MasterCard registered trademark and VISA registered trademark credit card receivables generated or acquired by MBNA America Bank, National Association and other assets and interests constituting the Trust under the Pooling and Servicing Agreement described below. (Not an interest in or obligation of MBNA America Bank, National Association or any Affiliate thereof.) This certifies that CEDE & CO. (the "Class A Certificateholder") is the registered owner of an Undivided Interest in a trust (the "Trust"), the corpus of which consists of a portfolio of receivables (the "Receivables") now existing or hereafter created and arising in connection with selected MasterCard and VISA credit card accounts (the "Accounts") of MBNA America Bank, National Association, a national banking association organized under the laws of the United States, all monies due or to become due in payment of the Receivables (including all Finance Charge Receivables but excluding recoveries on any charged-off Receivables), the right to certain amounts received as Interchange with respect to the Accounts, the benefits of the Collateral Interest and the other assets and interests constituting the Trust pursuant to a Pooling and Servicing Agreement dated as of August 4, 1994, as amended as of March 11, 1996 and as of June 2, 1998, as supplemented by the Regular Series 1998-I Supplement dated as of October 22, 1998 (collectively, the "Pooling and Servicing Agreement"), by and between MBNA America Bank, National Association, as Seller (the "Seller") and as Servicer (the "Servicer"), and The Bank of New York, as Trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth herein below. The Series 1998-I Certificates are issued in two classes, the Class A Certificates (of which this certificate is one) and executed manually the Class B Certificates, which are subordinated to the Class A Certificates in certain rights of payment as described herein and in the Pooling and Servicing Agreement. The Seller has structured the Pooling and Servicing Agreement and the Series 1998-I Certificates with the intention that the Series 1998-I Certificates will qualify under applicable tax law as indebtedness, and each of the Seller, the Holder of the Seller Interest, the Servicer and each Series 1998-I Certificateholder (or Series 1998-I Certificate Owner) by acceptance of its Series 1998-I Certificate (or in the case of a Series 1998-I Certificate Owner, by virtue of such Series 1998-I Certificate Owner's acquisition of a beneficial interest therein), agrees to treat and to take no action inconsistent with the treatment of the Series 1998-I Certificates (or any beneficial interest therein) as indebtedness for purposes of federal, state, local and foreign income or franchise taxes and any other tax imposed on or measured by income. Each Series 1998-I Certificateholder agrees that it will cause any Series 1998-I Certificate Owner acquiring an interest in a Series 1998-I Certificate through it to comply with the Pooling and Servicing Agreement as to treatment of the Series 1998-I Certificates as indebtedness for certain tax purposes. To the extent not defined herein, capitalized terms used herein have the respective meanings assigned to them in the Pooling and Servicing Agreement. This Class A Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement, as amended from time to time, the Class A Certificateholder by virtue of the acceptance hereof assents and by which the Class A Certificateholder is bound. Although a summary of certain provisions of the Pooling and Servicing Agreement is set forth below, this Class A Certificate is qualified in its entirety by the Regular terms and provisions of the Pooling and Servicing Agreement and reference is made to that Pooling and Servicing Agreement for information with respect to the interests, rights, benefits, obligations, proceeds, and duties evidenced hereby and the rights, duties and obligations of the Trustee. Interest will accrue on the Class A Certificates from the Closing Date through but excluding November 16, 1998 and from and including November 16, 1998 through but excluding December 15, 1998, and with respect to each Interest Period thereafter, at the rate of 0.26% per annum above LIBOR, as more specifically set forth in the Pooling and Servicing Agreement, and will be distributed on December 15, 1998 and on the 15th day of each calendar month thereafter, or if such day is not a Business Day, on the next succeeding Business Day (a "Distribution Date"), to the Class A Certificateholders of record as of the last Business Day of the calendar month preceding such Distribution Date. During the Rapid Amortization Period, in addition to Class A Monthly Interest, Class A Monthly Principal will be distributed to the Class A Certificateholders on the Distribution Date of each calendar month commencing in the month following the commencement of the Rapid Amortization Period until the Class A Certificates have been paid in full. During the Controlled Accumulation Period, in addition to monthly payments of Class A Monthly Interest, the amount on deposit in the Principal Funding Account (but not in excess of the Class A Investor Interest) will be distributed as principal to the Class A Certificateholders on the October 2001 Distribution Date, unless distributed earlier as a result of the commencement of the Rapid Amortization Period in accordance with the Pooling and Servicing Agreement. Unless the certificate of authentication hereon has been executed by or on behalf of the Trustee, by manual signature, this Class A Certificate shall not be entitled to any benefit under the Pooling and Servicing Agreement, or be valid for any purpose. IN WITNESS WHEREOF, MBNA America Bank, National Association has caused this Series 1998-I Class A Certificate to be duly executed under its official seal. By:_______________________________ Authorized Officer [Seal] Attested to: By:________________________ Cashier Date: October 22, 1998 Form of Trustee's Certificate of Authentication CERTIFICATE OF AUTHENTICATION This is one of the Series 1998-I Class A Certificates referred to in the within-mentioned Pooling and Servicing Agreement. THE BANK OF NEW YORK, Trustee By:________________________ Authorized Signatory Date: October 22, 1998 EXHIBIT A-2 FORM OF CERTIFICATE CLASS B Unless this Certificate is presented by an authorized representative of The Depository Trust Company, a New York corporation ("DTC"), to MBNA America Bank, National Association or its agent for registration of transfer, exchange or payment, and any certificate issued is registered in the name of Cede & Co. or in such other name as requested by an authorized representative of DTC (and any payment is made to Cede & Co. or to such other entity as is requested by an authorized representative of DTC), ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL inasmuch as the registered owner hereof, Cede & Co., has an interest herein. No. __ $__________ CUSIP No. _________ MBNA MASTER CREDIT CARD TRUST II CLASS B FLOATING RATE ASSET BACKED CERTIFICATE, SERIES 1998-I Evidencing an Undivided Interest in a trust, the corpus of which consists of a portfolio of MasterCard registered trademark and VISA registered trademark credit card receivables generated or acquired by MBNA America Bank, National Association and other assets and interests constituting the Trust under the Pooling and Servicing Agreement described below. (Not an interest in or obligation of MBNA America Bank, National Association or any Affiliate thereof.) This certifies that CEDE & CO. (the "Class B Certificateholder") is the registered owner of an Undivided Interest in a trust (the "Trust"), the corpus of which consists of a portfolio of receivables (the "Receivables") now existing or hereafter created and arising in substantially connection with selected MasterCard and VISA credit card accounts (the form "Accounts") of EXHIBIT A hereto MBNA America Bank, National Association, a national banking association organized under the laws of the United States, all monies due or to become due in payment of the Receivables (including all Finance Charge Receivables but excluding recoveries on any charged- off Receivables), the right to certain amounts received as Interchange with respect to the blanks appropriately filled inAccounts, shall be the benefits of the Collateral Interest and the other assets and interests constituting the Trust pursuant to a Pooling and Servicing Agreement dated the date as of execution August 4, 1994, as amended as of March 11, 1996 and delivery as of June 2, 1998, as supplemented by the Regular Series 1998-I Supplement dated as of October 22, 1998 (collectively, the "Pooling and Servicing Agreement"), by and between MBNA America Bank, National Association, as Seller (the "Seller") and as Servicer (the "Servicer"), and The Bank of New York, as Trustee (the "Trustee"), a summary of certain of the pertinent provisions of which is set forth herein below. The Series 1998-I Certificates are issued in two classes, the Class A Certificates and shall represent a fractional undivided interest the Class B Certificates (of which this certificate is one), which are subordinated to the Class A Certificates in certain rights of payment as described herein and in the TrENDS Estate, the numerator of which fraction shall be the number of TrENDS set forth on the face of such TrENDS Pooling and the denominator of which shall be the total number of TrENDS outstanding at that time. All TrENDS shall be issued in registered form and shall be numbered serially. At no time shall the aggregate number of TrENDS represented by such countersigned certificates exceed the number of then outstanding TrENDS, except as permitted by Section 5.5 of this Servicing Agreement. The Trust reserves Seller has structured the right Pooling and Servicing Agreement and the Series 1998-I Certificates with the intention that the Series 1998-I Certificates will qualify under applicable tax law as indebtedness, and each of the Seller, the Holder of the Seller Interest, the Servicer and each Series 1998-I Certificateholder (or Series 1998-I Certificate Owner) by acceptance of its Series 1998-I Certificate (or in the case of a Series 1998-I Certificate Owner, by virtue of such Series 1998-I Certificate Owner's acquisition of a beneficial interest therein), agrees to modify treat and to take no action inconsistent with the form treatment of certificate the Series 1998-I Certificates (or any beneficial interest therein) as indebtedness for purposes of federal, state, local and foreign income or franchise taxes and any other tax imposed on or measured by income. Each Series 1998-I Certificateholder agrees that it will cause any Series 1998-I Certificate Owner acquiring an interest in a Series 1998-I Certificate through it to comply with the Pooling and Servicing Agreement as to treatment of the Series 1998-I Certificates as indebtedness for certain tax purposes. To the extent not defined herein, capitalized terms used herein have the respective meanings assigned to them in the Pooling and Servicing Agreement. This Class B Certificate is issued under and is subject to the terms, provisions and conditions of the Pooling and Servicing Agreement, to which Pooling and Servicing Agreement, as amended from time to time time, the Class B Certificateholder by virtue of the acceptance hereof assents and by which the Class B Certificateholder is bound. Although a summary of certain provisions of the Pooling and Servicing Agreement is set forth below, this Class B Certificate is qualified in its entirety by the terms and provisions of the Pooling and Servicing Agreement and reference is made to reflect any changes that Pooling and Servicing Agreement for information with respect to the interests, rights, benefits, obligations, proceeds, and duties evidenced hereby and the rights, duties and obligations of the Trustee. Interest will accrue on the Class B Certificates from the Closing Date through but excluding November 16, 1998 and from and including November 16, 1998 through but excluding December 15, 1998, and with respect to each Interest Period thereafter, at the rate of 0.51% per annum above LIBOR, as more specifically set forth in applicable law or regulation (or the interpretation thereof) and/or if it so determinesPooling and Servicing Agreement, discontinue and will be distributed on December 15, 1998 and on the requirement that such certificates be delivered. Any resale or other transfer15th day of each calendar month thereafter, or attempted resale or other transfer, of a TrENDS that if such day is not made a Business Day, on the next succeeding Business Day (a "Distribution Date"), to the Class B Certificateholders of record as of the last Business Day of the calendar month preceding such Distribution Date. During the Rapid Amortization Period, in compliance addition to Class B Monthly Interest, Class B Monthly Principal will be distributed to the Class B Certificateholders on each Distribution Date commencing in the month following the commencement of the Rapid Amortization Period (and after payment in full of the Class A Investor Interest) until the Class B Certificates have been paid in full. During the Controlled Accumulation Period, in addition to monthly payments of Class B Monthly Interest, the amount remaining on deposit in the Principal Funding Account after the payment in full of the Class A Investor Interest (but not in excess of the Class B Investor Interest) will be distributed as principal to the Class B Certificateholders on the October 2001 Distribution Date, unless distributed earlier as a result of the commencement of the Rapid Amortization Period in accordance with the restrictions set forth thereon will be void Pooling and will not be recognized Servicing Agreement. Unless the certificate of authentication hereon has been executed by the Trust. The TrENDS and related documentation may, subject to the terms of the Transaction Documents, be amended or supplemented from time to time to modify the restrictions on and procedures for resales and other transfers of the TrENDS to reflect any change in applicable law or regulation (or the interpretation thereof). Each holder of any TrENDS shall be deemed, by the acceptance of such TrENDS, to have agreed to any such amendment or supplement. Pending the preparation of definitive TrENDS, the Regular Trustee, on behalf of the TrustTrustee, may execute and the Regular Trustee by manual signature, this Class B Certificate shall authenticate and deliver temporary TrENDS (printed, lithographed, typewritten or otherwise reproduced, in each case in form satisfactory to the TrENDS Registrar). Temporary TrENDS shall be issuable as registered TrENDS substantially in the form of the definitive TrENDS but with such omissions, insertions and variations as may be appropriate for temporary TrENDS. Every temporary TrENDS shall be executed by the Regular Trustee and be authenticated by the TrENDS Registrar upon the same conditions and in substantially the same manner, and with like effect, as the definitive TrENDS. Without unreasonable delay the Regular Trustee shall execute and shall furnish definitive TrENDS and thereupon temporary TrENDS may be surrendered in exchange therefor without charge at each office or agency of the TrENDS Registrar and the TrENDS Registrar shall authenticate and deliver in exchange for such temporary TrENDS definitive TrENDS for a like aggregate number of TrENDS. Until so exchanged, the temporary TrENDS shall not be entitled to any benefit under the same benefits hereunder Pooling and Servicing Agreement, or be valid for any purpose. IN WITNESS WHEREOF, MBNA America Bank, National Association has caused this Series 1998-I Class B Certificate to be duly executed under its official seal. By:_______________________________ Authorized Officer [Seal] Attested to: By:________________________ Cashier Date: October 22, 1998 Form of Trustee's Certificate of Authentication CERTIFICATE OF AUTHENTICATION This is one of the Series 1998-I Class B Certificates referred to in the within-mentioned Pooling and Servicing Agreement. THE BANK OF NEW YORK Trustee By:________________________ Authorized Signatory Date: October 22, 1998 EXHIBIT B FORM OF MONTHLY PAYMENT INSTRUCTIONS AND NOTIFICATION TO THE TRUSTEE MBNA AMERICA BANK, NATIONAL ASSOCIATION MBNA MASTER CREDIT CARD TRUST II SERIES 1998-I MONTHLY PERIOD ENDING _________ __, ____ Capitalized terms used in this notice have their respective meanings set forth in the Pooling and Servicing Agreement. References herein to certain sections and subsections are references to the respective sections and subsections of the Pooling and Servicing Agreement as definitive TrENDSsupplemented by the Series 1998-I Supplement. This notice is delivered pursuant to Section 4.09.