8-K

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                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549



                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE

                         SECURITIES EXCHANGE ACT OF 1934



Date of report (Date of earliest event reported)     February 28, 2001
                                                  ------------------------------

                                  Advanta Corp.
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               (Exact Name of Registrant as Specified in Charter)


         Delaware                  0-14120                 23-1462070
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(State or Other Jurisdiction     (Commission             (IRS Employer
          of Incorporation)      File Number)            Identification No.)


         Welsh & McKean Roads,
P.O. Box 844, Spring House, Pennsylvania                      19477
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(Address of Principal Executive Offices)                    (Zip Code)


Registrant's telephone number, including area code       (215) 657-4000
                                                    ----------------------------


          ------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)



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ITEM 5. OTHER EVENTS.

         In connection with the sale of the mortgage business of Advanta Corp.
("Advanta"), Advanta National Bank ("ANB") sought approval by the Office of the
Comptroller of the Currency (the "OCC") for a return of capital to its parent,
Advanta, in the amount of $261 million. On February 28, 2001, the OCC approved
the amount requested and, at the same time, ANB entered into an agreement with
the OCC regarding restrictions on new business activities and product lines at
ANB after the sale of the mortgage business and the resolution of outstanding
ANB liabilities. The agreement also reduces the existing capital requirements
for ANB and provides for prior OCC approval of any future dividends.

         Advanta Bank Corp., a subsidiary of Advanta through which Advanta
conducts its business credit card operations, is unaffected by the agreement
with the OCC.

ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

        (c)      Exhibits.

        99.1     Press Release dated March 1, 2001



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                                   SIGNATURES

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                                     Advanta Corp.
                                                     ---------------------------
                                                     (Registrant)


Date: March 1, 2001
                                            By:  /s/ Elizabeth H. Mai
                                                --------------------------------
                                                  Elizabeth H. Mai
                                                  Senior Vice President,
                                                  Secretary and General Counsel


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                                  EXHIBIT INDEX





Exhibit      Description                           Method of Filing
- -------      -----------                           ----------------
                                             
99.1         Press Release dated March 1, 2001     Filed electronically herewith

EX-99.1

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                                                                    EXHIBIT 99.1


01/04
David Weinstock
Vice President, Investor Relations
(215) 444-5335
dweinstock@advanta.com

Catherine Reid
Vice President, Corporate Communications
(215) 444-5073
creid@advanta.com


                                                           FOR IMMEDIATE RELEASE



                   ADVANTA CLOSES SALE OF MORTGAGE BUSINESS TO
                         CHASE MANHATTAN MORTGAGE CORP.

       ADVANTA FOCUSES FUTURE ON PROFITABLE BUSINESS CREDIT CARD BUSINESS


SPRING HOUSE, PA, March 1, 2001 - Advanta Corporation (NASDAQ: ADVNB; ADVNA)
today announced that it has completed the sale of its mortgage business to Chase
Manhattan Mortgage Corp. for a cash price of in excess of $1 billion. With the
conclusion of the strategic alternatives process, the Company anticipates book
value per share of $16.00 to $17.00 at March 31, 2001, after restructuring and
other charges.

Advanta will now focus on its profitable business credit card business, already
one of the nation's largest issuers of MasterCard business credit cards. "The
completion of this strategic transaction has converted a substantial portion of
our book value to cash. The proceeds from the sale will be used to reduce debt
and enhance the Company's funds available to invest in our very successful small
business credit card operation," said Chairman and Chief Executive Officer
Dennis Alter. "With the disposition of the Mortgage business, our best resources
are now focused on Business Cards and we are poised to take every advantage of a
growing and profitable market," said Alter.

Advanta is a highly focused financial services company which has been providing
innovative financial solutions since 1951. Advanta leverages its first-class
direct

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marketing and information based expertise to develop state-of-the-art data
warehousing and statistical modeling tools that identify potential customers and
new target markets. Over the past five years, it has used these distinctive
capabilities to become one of the nation's largest issuers of MasterCard
business credit cards to small businesses. Learn more about Advanta at
www.advanta.com.

This Press Release contains forward-looking statements that are subject to
certain risks and uncertainties that could cause actual results to differ
materially from those projected. The most significant among these risks and
uncertainties are: (1) competitive pressures; (2) interest rate fluctuations;
(3) the effects of government regulation, including restrictions and limitations
imposed by banking laws, regulators, examinations, and the agreements between
the Company's bank subsidiaries and their regulators; (4) the amount and cost of
financing available to the Company; (5) the ratings on the debt of the Company
and its subsidiaries; and (6) factors affecting the ultimate amount of
restructuring and other related charges associated with the conclusion of the
strategic alternative process for the Mortgage and Leasing businesses.
Additional risks that may affect the Company's future performance are detailed
in the Company's filings with the Securities and Exchange Commission, including
its most recent Annual Report on Form 10-K and its Quarterly Reports on Form
10-Q.




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