CERTAIN INFORMATION IN THIS LETTER HAS BEEN OMITTED AND FILED SEPARATELY WITH
THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN
REQUESTED WITH RESPECT TO THE OMITTED INFORMATION. OMITTED INFORMATION HAS BEEN
REPLACED BY [*].

                                                               September 8, 2005

Securities and Exchange Commission
Division of Corporate Finance
100 F Street, NE
Washington, D.C. 20549
Attn: Don Walker

Re: Advanta Corp.
    Form 10-K for the Fiscal Year Ended December 31, 2004
    Forms 10-Q for the Quarters Ended March 31, 2005 and June 30, 2005
    File No. 000-14120

Dear Mr. Walker:

We have received your letter of comments dated August 25, 2005 relating to
Advanta Corp.'s Form 10-K for the year ended December 31, 2004 (the "2004 Form
10-K") and Forms 10-Q for the quarters ended March 31, 2005 and June 30, 2005.
Set forth below are our responses to your requests for supplemental information,
numbered to correspond with the numbering of your comments to which they relate
on your letter. In order to facilitate your review, we have recited the comments
in italics and followed each comment with our response. Defined terms used in
this response and not otherwise defined herein have the meanings ascribed to
them in the 2004 Form 10-K.

For reasons of business confidentiality, this submission is accompanied by a
request under Securities and Exchange Commission (the "Commission") Rule 83 (17
C.F.R. 200.83) for confidential treatment of the information included as
Attachment 3 to this letter (the "Confidential Material"). We have voluntarily
supplied the Commission staff with copies of the Confidential Material
comprising Attachment 3 and therefore request that such material be maintained
in confidence and not made part of the public record. We have filed a separate
letter with the Office of Freedom of Information and Privacy Operations in
connection with that request. We have redacted the Confidential Material from
the version of this letter filed via the Commission's Electronic Data Gathering,
Analysis, and Retrieval (EDGAR) system and have included the Confidential
Material solely in paper copies of this letter submitted to the Commission
staff. The


                                        1

Confidential Material submitted in paper form has been marked "Confidential
Pursuant to 17 CFR 200.83" and further identified as "Rule 83 Confidential
Treatment Requested by Advanta Corp.: Request No. 1."

Form 10-K for the Fiscal Year Ended December 31, 2004

Advanta Business Cards, page 29

1.   Comment: In future filings, starting with your next 10-Q, please revise to
     explain fully the reasons for the changes in your provision for loan losses
     by discussing specific events that cause management to adjust the provision
     and conclude on the adequacy for the provision and allowance for loan
     losses.

     Response:

     The discussion of the variance in provision for credit losses on page 29 of
     the 2004 Form 10-K is an overview of the more detailed information provided
     in the Provision and Allowance for Receivable Losses section of
     Management's Discussion and Analysis beginning on page 33 of the 2004 Form
     10-K. In future filings, we will include supplemental summarized comments
     in this overview and a cross-reference to where more detail is provided,
     such as the following:

     The decrease in provision for credit losses for the year ended December 31,
     2004 as compared to 2003 reflects a reduction in the estimate of losses
     inherent in the portfolio based on the improving trends in delinquency and
     principal charge-off rates reflecting the current composition of the
     portfolio that included more high credit quality customers as compared to
     2003, partially offset by the increase in average owned business credit
     card receivables. See the Provision and Allowance for Receivable Losses
     section of Management's Discussion and Analysis of Financial Condition and
     Results of Operations for more detailed discussion and a table of credit
     quality data.

Managed Receivable Data, page 36

2.   Comment: Presentation of non-GAAP statements of income even when reconciled
     to reported results is potentially confusing to investors. Please confirm
     you will remove pro forma statements of income in all future filings,
     including the reconciliation of actual owned (GAAP) income statement
     measures and statistics to income statement measures and statistics on a
     managed basis on page 36. Instead, consider expanding your disclosures to
     discuss and quantify the impact of securitizations on your reported
     results, including the impact on specific income statement captions and on
     net interest margins.

     Response:

     We note your comment to remove the managed income statement measures and
     statistics and respectfully request that you reconsider this comment for
     the following reasons. We have included selected managed income statement
     measures in our disclosures because we believe that these measures enhance
     the transparency of the performance of our business. Management uses these
     measures as part of its operation and review of the business. We view these
     disclosures as helpful to financial statement users for the reasons set
     forth in our 2004 Form 10-K. We also believe that these disclosures are
     consistent with disclosures of other registrants in the credit card
     business and therefore, the inclusion of this information assists financial
     statement users by increasing comparability of our managed income statement
     measures and statistics to those of


                                        2

     other registrants. It is our position that these disclosures have been made
     in a manner that fully complies with Item 10 (e) of Regulation S-K. For all
     of these reasons, we think it is useful and appropriate to continue to
     include these disclosures, but we also plan to enhance the disclosures in
     future filings with additional information that helps financial statement
     users understand the impact of securitizations on our reported results,
     including the impact on specific income statement captions. Once you have
     had an opportunity to review our response and consider our position, we
     would be happy to discuss this comment further with you.

3.   Comment: Please tell us the how management uses 'Risk-adjusted revenues' to
     evaluate the Advanta Business Cards segment. We noted that this is the only
     section in the filing that includes this measure. Amended Item 10(1) of
     Regulation S-K, requires disclosure of the reasons why management feels a
     non-GAAP term is useful to investors.

     Response:

     Risk-adjusted revenues represent the total of interest income, noninterest
     revenues, interest expense and provision for credit losses. Each of the
     components of risk-adjusted revenues is a financial measure calculated in
     accordance with GAAP. Accordingly, we do not believe that our presentation
     of risk-adjusted revenues constitutes a non-GAAP financial measure pursuant
     to Item 10 (e) of Regulation S-K. Management uses risk-adjusted revenues as
     a basis for monitoring the risk-based return on the portfolio and
     components of our portfolio. Generally, based on risk-based pricing
     strategies, customers with higher credit losses should have higher
     revenues. We believe the measure is useful to investors as a measure of the
     Company's ability to appropriately price for the risk of the portfolio. We
     believe disclosing risk-adjusted revenues along with our disclosures of
     revenues and credit losses assists investors by demonstrating the
     relationship between revenues and credit losses in one concise measure.
     While we do not believe the measure constitutes a non-GAAP financial
     measure for purposes of Item 10 (e) of Regulation S-K, we will include
     disclosure of why we believe the measure is useful to investors in all
     future filings that include risk-adjusted revenue measures.

Market Risk Sensitivity, page 46

4.   Comment: We note that your business credit card receivables include
     interest rate floors, as described on page 46 of Form 10-K. Please tell us
     the extent to which you use derivative instruments to hedge interest rate
     risk and other risks.

     Response:

     In the year ended December 31, 2004 and through the date of this letter, we
     have not used derivative instruments to hedge interest rate risks or other
     risks.

     The interest rate floors embedded in our business credit card receivables
     are not embedded derivatives accounted for separately pursuant to paragraph
     12 of SFAS 133 (as amended) because the economic characteristics and risks
     of the interest rate floors are clearly and closely related to the economic
     characteristics and risks of the receivable (the host contract).


                                        3

Liquidity, Capital Resources and Analysis of Financial Condition, page 47

5.   Comment: The consolidated statement of cash flows indicates cash used in
     operating activities totaled $92.3 million for the year ended December 31,
     2004. In future filings, please revise your liquidity, capital resources
     and analysis of financial condition to discuss the reason for this cash use
     from operating activities and describe how you plan to fund growth and
     continued operations.

     Response:

     We will comply with this comment in all future filings.

Note 2 - Summary of Significant Accounting Policies, page 55

Allowance for Receivable Losses, page 56

6.   Comment: You disclose that your charge-off and re-age policies for business
     credit card accounts conform to the Uniform Retail Credit Classification
     and Account Management Policy, as well as the Credit Card Lending Guidance,
     issued by the Federal Financial Institutions Examination Council ("FFIEC").
     Please tell us your re-age policies and how such policies are incorporated
     in your calculation of the allowance for loan losses.

     Response:

     An excerpt from our Credit Policy Manual describing our re-age policy is
     attached in Attachment 1. In estimating our allowance for receivable
     losses, we generally evaluate receivables collectively for impairment
     through the use of a migration analysis as well as consideration of other
     factors that may indicate increased risk of loss, including accounts that
     have been re-aged within the last 24 months. Reserves are established for
     re-aged accounts based on our estimate of the incremental risk to the
     portfolio represented by accounts that have been re-aged. For purposes of
     the calculation, we disaggregate re-aged accounts into two categories: (1)
     re-aged accounts that are in a workout program; and (2) all other re-aged
     accounts ("manual re-ages"). The reserve need for re-aged accounts that are
     in a workout program are calculated based on the aggregate portfolio
     migration analysis plus an additional percentage that represents an
     estimate of the incremental risk of accounts in workout programs. We
     calculate the reserve need for manual re-ages based on historical loss
     rates for manually re-aged accounts, the receivable balances outstanding
     and level of delinquency of the manually re-aged accounts at the reporting
     date.

Securitization Income, page 57

7.   Comment: You state that during the revolving period of each business credit
     card securitization, you record securitization income representing
     estimated gains on the sale of new receivables to the securitization trust
     on a continuous basis. Please tell us how the transfers of receivables to
     the securitization trust during the revolving period qualify for sales
     accounting according to paragraph 9 of SFAS 140.

     Response:

     In accordance with paragraphs 78 and 79 of SFAS 140, gain or loss
     recognition for revolving-period receivables sold to a securitization trust
     is limited to receivables that


                                        4

     exist and have been sold. Adding receivables to a trust, in itself, is
     neither a sale nor a secured borrowing under paragraph 9 of SFAS 140,
     because that transfer only increases our beneficial interest in the trust's
     assets. Recognition of a sale or a secured borrowing occurs when we receive
     consideration other than beneficial interests in the transferred assets.
     Transfers that result in an exchange of receivables for cash, that is,
     either transfers that in essence replace previously sold receivables that
     have been collected or sales of beneficial interests to outside investors,
     are transfers in exchange for consideration other than beneficial interests
     in the transferred assets and thus are accounted for as sales (if they
     satisfy all the criteria in paragraph 9 of SFAS 140) or as secured
     borrowings.

     During the revolving period of our business credit card securitizations,
     investors use cash collected from previously sold receivables to purchase
     interests in receivables from the trust to replenish receivables that have
     been repaid. These replenishment transactions are accounted for as sales
     under paragraph 9 of SFAS 140 as we have surrendered control over the
     receivables and received cash in exchange. We have concluded that control
     has been surrendered because the receivables have been isolated from us via
     the Advanta Business Card Master Trust, a qualifying special purpose entity
     under SFAS 140 (paragraph 9a); the investors have the right to pledge or
     exchange their beneficial interests in the Advanta Business Card Master
     Trust, and no condition both constrains the investors from taking advantage
     of their right to pledge or exchange and provides more than a trivial
     benefit to us (paragraph 9b); and we do not maintain effective control over
     the receivables through either (1) an agreement that both entitles and
     obligates us to repurchase or redeem them before their maturity or (2) the
     ability to unilaterally cause the holder to return specific assets, other
     than through a cleanup call (paragraph 9c).

     On a regular basis, we add receivables to the Advanta Business Card Master
     Trust in exchange for a beneficial interest in the assets of the Advanta
     Business Card Master Trust. In accordance with paragraph 9 of SFAS 140,
     these transfers are not accounted for as sales.

8.   Comment: Please tell us the amount of outstanding commitments to transfer
     assets to the securitization trust during the revolving period as of
     December 31, 2004.

     Response:

     See our response to comment #7 for a description of the revolving period of
     a business credit card securitization. There were no outstanding
     commitments to transfer assets to the Advanta Business Card Master Trust as
     of December 31, 2004 with the exception of $4.5 million of amounts due to
     the trust representing two days of finance charge collections on the
     trust's accounts. The $4.5 million liability was included in other
     liabilities and disclosed in footnote 7 in our 2004 Form 10-K. Under the
     terms of our business credit card securitizations, receivables arising in
     designated business credit card accounts are transferred to the Advanta
     Business Card Master Trust. Also, Advanta has a contractual commitment to
     transfer receivables subsequently created, if any, under these accounts. As
     of December 31, 2004, all receivables arising in the designated business
     credit card accounts had been transferred to the Advanta Business Card
     Master Trust. Our business credit card securitizations also require us to
     maintain, if possible, certain minimum levels of assets in the Advanta
     Business Card Master Trust. If the required levels are not met, we would be
     obligated to designate additional eligible accounts to the trust and
     transfer the receivables associated with the additional accounts to


                                        5

     the trust, to the extent that additional eligible accounts are available.
     As of December 31, 2004, the Advanta Business Card Master Trust held assets
     in excess of the minimum requirements and, therefore, there were no
     commitments to transfer additional receivables to the trust at that date.

     As of December 31, 2004, there were no commitments that were reasonably
     likely to result in the termination, or material reduction in availability
     to Advanta, of our off-balance sheet securitizations.

Servicing Assets, page 58

9.   Comment: You state that you do not recognize servicing assets associated
     with business credit card securitizations because the benefits of servicing
     are not expected to be more or less than adequate compensation for
     performing the servicing. Please provide us your analysis that indicated
     the benefits of servicing are just adequate to compensate for your
     servicing responsibilities. Refer to paragraph 62 of SFAS 140.

     Response:

     See Attachment 2 for our analysis as of December 31, 2004. SFAS 140 defines
     adequate compensation as the amount of benefits of servicing that would
     fairly compensate a substitute servicer should one be required, which
     includes the profit that would be demanded in the marketplace. We earn a 2%
     per annum servicing fee on our securitized receivables. We estimated
     adequate compensation based on our survey of servicing fee rates for
     servicing securitized receivables of other credit card issuers. Based on
     this survey, we determined that 2% represented the amount of benefits of
     servicing that would fairly compensate a substitute servicer should one be
     required, including the profit that would be demanded in the marketplace.

Investment in Limited Partnership, page 59

10.  Comment: We note subsequent to May 28, 2004, the date of your agreement
     with Bank of America you accounted for your investment in Fleet Credit Card
     Services, L.P. using the cost method. Please tell us why the agreement with
     Bank of America caused you to change from the equity to the cost method to
     account for your investment in the Limited Partnership.

     Response:

     Prior to our May 28, 2004 agreement with Bank of America Corp., we
     accounted for our investment in Fleet Credit Card Services, L.P. using the
     equity method in accordance with paragraph 17 of APB 18. Under the Fleet
     Credit Card Services, L.P. partnership agreement, the Advanta members of
     the partnership had the ability to exercise significant influence over
     certain operating and financial policies of Fleet Credit Card Services,
     L.P. even though the Advanta members held substantially less than 20% of
     the voting rights in the partnership. This level of influence was
     demonstrated by the May 28, 2004 agreement with Bank of America in which
     the Advanta members' consent was required to permit Bank of America to
     combine the credit card business owned and operated by Fleet Credit Card
     Services, L.P. with Bank of America's consumer credit card business.


                                        6

     As part of the May 28, 2004 agreement, the Advanta members agreed to amend
     the partnership agreement to delete certain provisions of the Fleet Credit
     Card Services, L.P. partnership agreement resulting in a reduced level of
     influence that the Advanta members had over operating and financial
     policies of Fleet Credit Card Services, L.P. Management determined that the
     Advanta members no longer had the ability to exercise significant influence
     over the operating and financial policies of Fleet Credit Card Services,
     L.P. and given Advanta's relative ownership interest in Fleet Credit Card
     Services, L.P., changed to the cost method of accounting for this
     investment.

Note 11 - Commitments and Contingencies, page 73

11.  Comment: Please tell us how you accounted for the remaining legal reserve
     related to litigation with Fleet related to the Consumer Credit Card
     Transaction after the court issued the final judgment in February, 2004.

     Response:

     On January 22, 2003, the trial court issued a ruling in the litigation
     related to the Consumer Credit Card Transaction on all issues except the
     method for calculating the interest to be awarded and we recognized a $43.0
     million loss effective December 31, 2002. When the trial court issued its
     final judgment and order in February 2004, it had no impact on our results
     of operations in 2003 or 2004 since our SFAS 5 legal reserves at December
     31, 2003 were adequate to cover both the impact of the final judgment and
     order and an additional liability we concluded was probable and estimable
     to be payable on appeal of certain aspects of the trial court's ruling that
     were in favor of Advanta. After payment of $63.8 million to Fleet in
     February 2004, we had remaining legal reserves of $5.2 million for the
     appeal. When this litigation was dismissed in February 2005 pursuant to the
     May 28, 2004 agreement between Advanta and Bank of America, the remaining
     reserves for this litigation were reversed and represented a component of
     the $62 million after-tax gain recorded in the first quarter of 2005 and
     disclosed in footnote 23 of our 2004 Form 10-K.

12.  Comment: Please tell us how you determined that the SFAS 5 legal reserves
     related to discontinued operations were adequate at December 31, 2004.
     Include the amount of such reserves in your response.

     Response:

     We had no SFAS 5 legal reserves related to discontinued operations as of
     December 31, 2004 based on our conclusion that no liabilities related to
     discontinued operations legal matters were probable. This conclusion was
     based on our expectations regarding the ultimate resolutions of the
     existing actions as of the date we filed the 2004 Form 10-K, after
     consideration of the status of the litigation and consultations with our
     attorneys.


                                        7

Note 16 - Segment Information, page 82

13.  Comment: Please tell us the basis for allocating interest income to the
     Other segment, considering the Other segment's total assets at the end of
     the period.

     Response:

     We do not use allocation methods to determine interest income by segment.
     Assets of the Other segment consist of assets that the company does not
     specifically identify as Advanta Business Card or Venture Capital segment
     assets, such as federal funds sold, investments available for sale and
     other noninterest earning assets such as cash, certain fixed assets and
     other assets. The interest income included in the Other segment results
     represents primarily the interest earned on the company's federal funds
     sold, restricted interest-bearing deposits and investments available for
     sale. The assets of the Advanta Business Card segment are primarily
     comprised of business credit card receivables and amounts due from
     securitizations and that segment's interest income represents the interest
     earned on those assets.

Form 10-Q for the Period Ended, March 31, 2005

Note 12 - Income Taxes, page 18

14.  Comment: We note that upon receiving the IRS's approval of the settlement
     of the tax disputes with Fleet, the remaining valuation allowance of $12
     million was evaluated, and management determined that it was more likely
     than not that the remaining deferred tax asset was realizable and
     therefore, no valuation allowance was needed. Please provide us with your
     analysis of realizability of the deferred tax asset in 2003 and 2004 that
     indicated the need for a valuation allowance. In addition, tell us what
     event(s) took place in 2005 that made you conclude that the realizability
     of the deferred tax asset was more likely than.

     Response:

     Our analyses of the realizability of the deferred tax asset in 2003 and
     2004 are provided in Attachment 3. Both the 2003 and 2004 analyses
     reference the dispute between Advanta and Fleet Financial Group, Inc. over
     the allocation of $508 million of tax deductions from our partnership
     interest in Fleet Credit Card Services, L.P. The $508 million of tax
     deductions were a significant portion of the net operating loss
     carryforward component of our deferred tax asset. As of December 31, 2003,
     the disputed allocation of these tax deductions was before the IRS Regional
     Office of Appeals. As part of our May 28, 2004 agreement with Bank of
     America, Advanta and Bank of America agreed to resolve the tax disputes
     between Advanta and Fleet by allocating approximately $125 million of the
     disputed $508 million of partnership deductions to Advanta. The agreement
     was subject to the IRS's final approval of the settlement of the tax
     disputes. Although the IRS was expected to approve the settlement, as of
     December 31, 2004 the approval had not been received. Although the 2003 and
     2004 analyses indicated that additional net operating loss carryforwards
     were realizable and a smaller valuation allowance was necessary at each
     reporting period, management concluded not to reduce the valuation
     allowance due to the contingencies associated with the allocation of $508
     million of tax deductions to Advanta.


                                        8

     The approval of the IRS was received in January 2005. Upon receipt of the
     IRS's approval, the contingency regarding the allocation of the tax
     deductions was eliminated and we concluded that it was more likely than not
     that the remaining deferred tax asset was realizable and therefore, no
     valuation allowance was needed in the first quarter of 2005. Disclosure of
     this subsequent event and its impacts were included in footnote 23 of our
     2004 Form 10-K.

     It is important to note that the settlement of all outstanding litigation
     between Advanta and Fleet in our May 28, 2004 agreement with Bank of
     America was contingent upon receiving approval of the settlement of the tax
     disputes from the IRS. Upon receipt of the approval of the IRS, the tax
     deductions were allocated as indicated above, Bank of America paid Advanta
     $63.8 million and Advanta recorded a net after-tax gain of $62 million and
     an increase in additional paid-in capital of $6 million in the first
     quarter of 2005. As the settlement of all outstanding litigation between
     Advanta and Fleet was a gain contingency, the favorable impacts, including
     the reduction in the valuation allowance from the settlement of the tax
     disputes, were not recognized as of December 31, 2004. However, disclosure
     of the impact of the May 28, 2004 agreement, including tax impacts, was
     included in each of our Form 10-Q's as of June 30, 2004 and September 30,
     2004 in accordance with paragraph 17 of SFAS 5, and our 2004 Form 10-K
     filing, as noted above.

We look forward to your response to the foregoing. If you have any questions
regarding our response, please call me at 215-444-5060 or David Weinstock, Chief
Accounting Officer, at 215-444-5059.

If any person (including a governmental employee who is not an employee of the
Commission) should request access to or an opportunity to inspect a copy of the
Confidential Material included in Attachment 3 to this letter, we request that
the following persons be notified immediately of any such request, be furnished
with a copy of all written materials pertaining to such request (including, but
not limited to, the request itself), and be given at least ten business days
advance notice of any intended release so that we may pursue any remedies
available to us. Please contact via telephone Elizabeth Mai, Senior Vice
President and General Counsel (215-444-5920), Jay A. Dubow, Esquire of Wolf,
Block, Schorr and Solis-Cohen LLP (215-977-2058), or me (215-444-5060), rather
than rely upon the United States Mail for such notice. In addition, please
provide a facsimile of any additional comments you may have to Mr. Dubow at
215-405-2958 and me at 215-444-5915. The address for Mr. Dubow is Wolf, Block,
Schorr and Solis-Cohen LLP, 1650 Arch Street, 22nd Floor, Philadelphia, PA
19103-2097 and my address at Advanta Corp. is Welsh & McKean Roads, P.O. Box
844, Spring House, PA 19477.

Management of Advanta Corp. acknowledges that; (1) we are responsible for the
adequacy and accuracy of the disclosure in the filings; (2) staff comments or
changes to disclosure in response to staff comments do not foreclose the
Commission from taking any action with respect to the filing; and (3) we may not
assert staff comments as a defense in any proceeding initiated by the Commission
or any person under the federal securities laws of the United States.


                                        9

Very truly yours,


/s/ Philip M. Browne
- -------------------------------------
Chief Financial Officer

cc: David Weinstock, Chief Accounting Officer
    Elizabeth Mai, General Counsel


                                       10

                                                                    Attachment 1

EXCERPT FROM CREDIT POLICY MANUAL

     For an account to be eligible for re-aging, it must exhibit the following:

          -    The customer has demonstrated a renewed willingness and ability
               to repay the loan. This will be accomplished by having a
               Collections Department employee contact each customer whose
               account is eligible to be considered for re-aging and request
               that customer to verbally demonstrate a renewed willingness and
               ability to repay the loan prior to re-aging the account.
               Documentation of the conversation will be recorded as a priority
               note (!) in the collection notes of FDR stating that the customer
               has demonstrated a renewed willingness and ability to repay the
               loan.

          -    The account has existed for at least nine months before allowing
               a re-aging.

          -    The customer has made at least three consecutive minimum monthly
               payments or the equivalent cumulative amount; for this purpose, a
               minimum payment is equal to the minimum payment calculation as
               defined by the customer's governing Cardholder Agreement. Funds
               may not be advanced by the Bank for this purpose.

          -    Accounts cannot be re-aged more than once within any twelve-month
               period; that is, at least twelve months must have elapsed since a
               prior re-aging. In addition, no account may be re-aged more than
               two times within any five-year period.

          -    An over limit account may be re-aged at its outstanding balance
               (including the over limit balance, interest, and fees). No new
               credit may be extended to the customer until the balance falls
               below the designated pre-delinquency credit limit.

     A loan in a Workout Program may be re-aged only after receipt of at least
     three consecutive minimum monthly payments or the equivalent cumulative
     amount. For purposes of the CCS Program, the minimum payment will be equal
     to the minimum payment under the repayment schedule constructed by the
     Credit Counseling Service, which is consistent with the requirements of the
     FFIEC Uniform Retail Credit Classification and Account Management Policy.
     The existence of an acceptable workout proposal satisfies the requirement
     that the customer demonstrate a renewed willingness and ability to repay
     the loan. Re-aging for Workout Program purposes is limited to once in a
     five-year period and is in addition to the once in twelve-months/twice in
     five-year limitation described above.


                                        1

     If the account is on nonaccrual at the time of re-age, it remains on
     nonaccrual until it is approved to be restored to accrual status.

     Reports on re-aged accounts that track the volume, principal reductions,
     and delinquency and charge-off history of re-aged loans will be reviewed
     monthly by Senior Management, Risk Management, the Chief Credit Officer and
     Senior Credit Committee. Reports will be provided at least quarterly to the
     Board of Directors.


                                        2

Advanta Bank Corp.                                                  Attachment 2
Survey of Credit Card Securitization Servicing Fees
As of December 31, 2004



                                                                                  Date of                        Substitute
Registrant                          Issuer                                    Prospectus [A]   Servicing Fee   Servicing Fee   Notes
- ---------------------------------   ---------------------------------------   --------------   -------------   -------------   -----
                                                                                                                
JPMorgan Chase & Co.                Chase Issuance Trust                         11/4/2004         1.50%            2.00%
Citigroup Inc.                      Citibank Credit Card Issuance Trust         12/22/2004         1.87%            2.27%       [B]
MBNA Corporation                    MBNA Credit Card Master Note Trust          10/19/2004         2.00%            2.00%       [C]
Bank of America Corporation         Fleet Credit Card Master Trust II            2/19/2003         2.00%            2.00%       [D]
Bank of America Corporation         BA Master Credit Card Trust                  5/31/2001         2.00%            2.00%       [D]
Capital One Financial Corporation   Capital One Multi-asset Execution Trust     10/27/2004         2.00%            2.00%


[A]  Source documents represent the most recent securitization transactions as
     of 12/31/04

[B]  Source: Form S-3 filing dated 12/22/04

[C]  Source: Form S-3 filing dated 6/12/03

[D]  Two sources were used for Bank of America to document the servicing fee as
     there were no new securitization transactions in 2004

Conclusion: SFAS 140 defines adequate compensation as "The amount of benefits of
servicing that would fairly compensate a substitute servicer should one be
required, which includes the profit that would be demanded in the marketplace."
Based on the survey of companies above, management has concluded that 2%
represents the amount of benefits of servicing that would fairly compensate a
substitute servicer should one be required, including the profit that would be
demanded in the marketplace. Accordingly, neither a servicing asset or liability
will be recognized because the benefits of servicing are not expected to be more
or less than adequate compensation for performing the servicing.

                                                                    Attachment 3

                                       [*]

Rule 83 Confidential Treatment Requested by Advanta Corp.: Request No. 1