SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 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) May 1, 2001 MELLON BANK PREMIUM FINANCE LOAN MASTER TRUST (Exact name of registrant as specified in charter)

~~WASHINGTON,~~New ~~D.C.~~York(State ~~20549~~ or otherjurisdiction of incorporation) 333-11961(Commission FileNumber: 25-0659306(IRS EmployerIdentification Number)

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

MELLON BANK PREMIUM FINANCE LOAN MASTER TRUST (Exact name of registrant as specified in charter)

New York		333-11961		25-0659306
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification Number)

One Mellon Center, Pittsburgh, Pennsylvania 15258-0001
(Address of principal executive offices) (Zip Code)

Registrant’'s telephone number, including area code (412) 234-5000

Not Applicable
(Former name or former address, if changed since last report.)

Item 5. Other Events

~~The~~On ~~tables~~June attached hereto as Exhibit 19.1 (the “Updated Tables”) update the tables contained on pages 37 through 41 (the “Original Tables”) of the Mellon Bank Premium Finance Loan Master Trust Prospectus15, ~~dated~~2001 ~~December 12, 1996 (~~the ~~“Prospectus”),~~ ~~which~~Series ~~forms a part of the Registration Statement on Form S~~1996-~~3, No. 333-11961.~~1 ~~The~~Certificates ~~“Geographic~~will ~~Concentration”~~be ~~table appearing on pages 38 and~~repaid 39in ~~of the Prospectus has been updated to reflect the fact that additional states became Permitted States and that address changes for insureds have occurred~~full. The ~~table~~attached ~~under~~notice ~~the~~was ~~caption~~delivered ~~“Loan Loss Experience” has been updated~~ to ~~set forth loss experience for~~ the ~~Identified~~record ~~Portfolio~~holders ~~for~~of the ~~two month~~ ~~periods ended February 28, 2001 and 2000, respectively, and the years ended December 31, 2000, 1999, 1998 and 1997, respectively~~certificates. The table under the caption “Loan Delinquency Experience Following Cancellation” has been updated to add a new table to show delinquency experience for the Identified Portfolio for the two month periods ended February 28, 2001 and 2000, respectively, and the years ended December 31, 2000, 1999, 1998 and 1997, respectively. The table under the caption “Originators’ Portfolio Yield” has been updated to add a new table to show portfolio yield information for the Identified Portfolio for the two month periods ended February 28, 2001 and 2000, respectively, and the years ended December 31, 2000, 1999, 1998 and 1997, respectively. Capitalized but undefined terms used herein have the meanings set forth in the Prospectus.

~~Management’s~~Item ~~Discussion~~7. Financial Statements. Pro Forma Financial Information and ~~Analysis~~ Exhibits

The Annualized Portfolio Yield was 10.83% 10.21%, 11.30% and 11.29% for the years ended December 31, 2000, 1999, 1998 and 1997, respectively. The primary reason for the increase from 1999 to 2000 was that the Servicer’s average cost of funds increased in 2000. There are two primary reasons for the decrease from 1998 and 1997 on the one hand, to 1999 on the other hand. First, the cost of the Servicer’s funds was lower on average during 1999, and the Servicer passed its lower costs on to its customers. Second, the Servicer’s increased marketing focus on larger loans, together with increased competition from insurance companies in extending financing terms for small and medium loans, resulted in a greater concentration of larger loans, generally at comparatively lower rates, in the portfolio. (c) Exhibits

~~Net~~Exhibit ~~charge offs, as a percentage of the average outstanding principal balance of loans in the Identified Portfolio, decreased to 0~~No.22% for the year ended December 31, 2000 from 0.30% for the year ended December 31, 1999 and from 0.41% for the year ended December 31, 1998. This trend was the result of the Servicer’s increased marketing focus on larger loans, which have generally involved customers of higher credit quality.

~~Net charge offs, as a percentage of the average outstanding principal~~ ~~balance of loans in the Identified Portfolio, increased to 0~~5.~~41% for the year~~1 ~~ended~~Trustee's ~~December 31,~~Notice ~~1998~~to ~~from~~1996-1 0Certificateholders.~~16% for the year ended December 31, 1997. This increase resulted from two factors.~~

First, the Servicer’s policy is generally to charge off loans if uncollected 270 days after cancellation of the related insurance policy. As a result, in any period the percentage of charge-offs is affected by the delinquency profile of loans in the pool at the beginning of the period. A beginning of period pool characterized by delinquencies which are relatively low in number and/or of relatively short duration will tend to have, all other things being equal, a relatively lower percentage of charge-offs in the period. The Identified Portfolio was initially constituted in December, 1996 with a bulk transfer of loans to the Trust. One of the requirements for the loans to be transferred was that the loans could not at the time of transfer have been delinquent for more than thirty days. Consequently, the Identified Portfolio at the beginning of the year ended December 31, 1997 (approximately two weeks after the initial transfer of loans to the Trust), contained a relatively low proportion of loans delinquent for more than thirty days. By comparison, the delinquency profile of the loans in the Identified Portfolio at the beginning of the year ended December 31, 1998 was not so affected by a bulk transfer of non-delinquent loans shortly prior to the beginning of the period. As a consequence, the net charge-off percentage for the latter period increased. SIGNATURES

~~-2-~~ 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 thereunto duly authorized.

~~The~~MELLON ~~increase~~BANK inPREMIUM ~~the~~FINANCE ~~net~~LOAN ~~charge-off~~MASTER ~~percentage also resulted from lower~~TRUST originations of new loans which, when compared to charge-offs resulting in part from higher originations in the prior period, yielded a higher charge-off percentage; economic pressures affecting the insurance industry, which resulted in insurance companies being more assertive in resisting making unearned premium refunds; the utilization of new insurance agents and increased extended payment terms, which resulted in increased risk of nonpayment; and higher levels of borrower bankruptcies. (Registrant)

InBy: ~~the~~AFCO ~~accompanying~~Credit ~~table “Originators’ Portfolio Yield/Identified Portfolio”~~Corporation, the Average Month Outstanding Principal Balance Receivables for the two month periods ended February 28, 2001 and 2000, respectively, and the years ended December 31, 2000, 1999, 1998 and 1997, respectively, do not include amounts held on ~~deposit~~behalf during such periods in the Excess Funding Account, and the Interest and Fee Income does not include earnings on amounts so held on deposit. Funds were deposited in the Excess Funding Account in each month of ~~1998~~ ~~other~~Mellon ~~than~~BankPremium ~~February,~~Finance ~~August~~Loan ~~and~~Master November, in each month of 1999 other than July and August, in each month of 2000 other than May and August and in January 2001 for the purpose of maintaining the required Minimum Transferor Interest under the Pooling and Servicing Agreement. If the amounts so held on deposit and the earnings on such amounts had been included in the table, the Average Revenue Yield for (1) the two month period ended February 28, 2001 would have been 11.62% as compared to 11.72%, (2) the two month period ended February 29, 2000 would have been 10.39% as compared to 10.63%, (3) the year ended December 31, 2000 would have been 10.70% as compared to 10.83%, (4) the year ended December 31, 1999 would have been 10.06% as compared to 10.21% and (5) the year ended December 31, 1998 would have been 11.20% as compared to 11.30%, in each case as set forth in the accompanying “Originators’ Portfolio Yield/Identified Portfolio” table. Trust

~~The~~By: ~~Average~~/s/ Principal Balance of Receivables for the two month period ended February 28, 2001 (as defined) was $543,942,000 as compared to $515,129,000 for the two month period ended February 29, 2000, and $534,932,000, $527,470,000, $536,913,000 and $562,229,000 for the years ended December 31, 2000, 1999, 1998 and 1997, respectivelyC. ~~The~~Leonard ~~increase~~O'Connell ~~from~~Name: ~~1999 to 2000 resulted from higher premiums charged by insurance companies in 2000~~C. ~~The~~ ~~decrease~~Leonard ~~from~~O'Connell ~~1997~~Title: ~~through~~Senior ~~1999~~Vice ~~resulted primarily from a reduction in the overall market for premium finance loans as insurance companies began to extend financing terms to insureds. At February 28~~President, ~~2001,~~Treasurer ~~the~~and ~~outstanding~~Chief ~~principal balance~~Financial ~~of Receivables was $568,153,591. At such date, no amounts were held in the Excess Funding Account.~~ Officer

AsDate: ofMay ~~June 30~~23, 1998, the Pooling and Servicing Agreement was amended so as to permit the transfer to the Trust of Receivables represented by Premium Finance Agreements financing insurance policies which included policies written by Lloyds of London, subject to other limitations contained in the Pooling and Servicing Agreement. The amendment also confirms the prohibition of the transfer to the Trust of Receivables relating to any insurance carrier known to any of the Originators or the Transferor to be subject of any insolvency, receivership or other similar proceedings. The additional Receivables permitted by this amendment began to be transferred to the Trust on July 1, 1998. 2001

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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits

Exhibit No. 19.1 Updated Tables

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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 thereunto duly authorized.

MELLON BANK PREMIUM FINANCE LOAN MASTER TRUST (Registrant)

By: AFCO Credit Corporation, on behalf of Mellon Bank Premium Finance Loan Master Trust

By: /s/ C. Leonard O’Connell Name: C. Leonard O’Connell Title: Senior Vice President, Treasurer and Chief Financial Officer

Date: May 11, 2001

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EXHIBIT INDEX

Exhibit Number		Description
19.1		Updated Tables

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