1
EXHIBIT 1.2
DISCOVER CARD MASTER TRUST I
CREDIT CARD PASS-THROUGH CERTIFICATES
TERMS AGREEMENT
Dated: October 9, 1997
To: Greenwood Trust Company, as Seller under the Pooling and Servicing
Agreement, as amended, dated as of October 1, 1993.
Re: Underwriting Agreement dated October 9, 1997
Title: Discover Card Master Trust I, Series 1997-2, Credit Card Pass-Through
Certificates, Class A and Class B.
Initial Principal Amount of Certificates: $526,316,000
Series and Class Designation Schedule: Discover Card Master Trust I, Series
1997-2 $500,000,000 6.792% Class A Credit Card Pass-Through Certificates
Discover Card Master Trust I, Series 1997-2 $26,316,000 Floating Rate Class B
Credit Card Pass-Through Certificates
Series Cut-Off Date: October 1, 1997
Certificate Rating: Moody's Investors Standard & Poor's
Service, Inc. Ratings Services
------------------ -----------------
Class A Aaa AAA
Class B A2 A
2
Aggregate outstanding balance of Principal Receivables as of September 1, 1997:
$17,998,317,290.42.
Date of Series Supplement: October 15, 1997.
Certificate Rate: Class A: 6.792% per annum; and Class B: LIBOR plus 0.40% per
annum
Terms of Sale: The purchase price for the Certificates to the Underwriters
will be 99.725% of the aggregate principal amount of the Class A Certificates
and 99.600% of the aggregate principal amount of the Class B Certificates as of
October 15, 1997.
The Underwriters shall also pay certain expenses in connection with the
issuance of the Certificates in accordance with, and as set forth in, a certain
side-letter agreement between Greenwood and the Underwriters.
Time of Delivery: 9:00 A.M., Chicago, Illinois Time, on October 15, 1997, or at
such other time as may be agreed upon in writing.
3
Notwithstanding anything in the Agreement or in this Terms Agreement to
the contrary, the Agreement and this Terms Agreement constitute the entire
agreement and understanding among the parties hereto with respect to the
purchase and sale of the Series 1997-2 Certificates. This Terms Agreement may
be amended only by written agreement of the parties hereto.
Very truly yours,
XXXXXX XXXXXXX & CO. INCORPORATED
By: /s/ Xxxx XxXxxxxxx
----------------------------
Accepted:
GREENWOOD TRUST COMPANY
By: /s/ Xxxx X. Xxxxx
--------------------------------