EXECUTION COPY                            Exhibit 4.5


	FIRST AMENDMENT
	TO
	THE MBNA MASTER CREDIT CARD TRUST II
	SERIES 1994-B SUPPLEMENT



		THIS FIRST AMENDMENT TO THE MBNA MASTER CREDIT CARD TRUST II 
SERIES 1994-B SUPPLEMENT, dated as of November 30, 1994 (the "First 
Amendment") is by and between MBNA AMERICA BANK, NATIONAL ASSOCIATION, a 
national banking association, as Seller and Servicer, and THE BANK OF 
NEW YORK, as Trustee under the Pooling and Servicing Agreement dated as 
of August 4, 1994 between MBNA America Bank, National Association and 
the Trustee (the "Agreement").

		WHEREAS the Seller and Servicer and the Trustee have 
executed a supplement to the Agreement (the "Series 1994-B Supplement") 
dated as of August 18, 1994.

		WHEREAS the Seller and Servicer and the Trustee wish to 
amend the Series 1994-B Supplement as provided herein.

		NOW THEREFORE, in consideration of the premises and the 
agreements contained herein, the parties hereto agree as follows:

		SECTION 1.  Amendment of Section 2.  The definition of the 
term "Controlled Accumulation Amount" in Section 2 of the Series 1994-B 
Supplement is hereby amended to read in its entirety as follows:

			"Controlled Accumulation Amount"  shall mean (a) for 
any Transfer Date with respect to the Accumulation Period prior to 
the payment in full of the Class A Investor Interest, $72,500,000; 
provided, however, that if the Accumulation Period Length is 
determined to be less than 12 months pursuant to subsection 
4.09(i), the Controlled Accumulation Amount for each Transfer Date 
with respect to the Accumulation Period prior to the payment in 
full of the Class A Investor Interest will be equal to (i) the 
product of (x) the Class A Initial Investor Interest and (y) the 
Accumulation Period Factor for such Monthly Period divided by (ii) 
the Required Accumulation Factor Number, and (b) for any Transfer 
Date with respect to the Accumulation Period after payment in full 
of the Class A Investor Interest, an amount equal to the Class B 
Investor Interest as of such Transfer Date.

		SECTION 2.  Effectiveness.  The amendments provided for by 
this First Amendment shall become effective upon receipt by the Trustee 
of the following, each of which shall be satisfactory to the Trustee in 
its sole discretion:

		(a)  Notification in writing from each of Moody's and 
Standard & Poor's to the effect that the terms of this First Amendment 
will not result in a reduction or withdrawal of the rating of any 
outstanding Series or Class to which it is a Rating Agency.

		(b)  Confirmation from the Seller and Servicer that it has 
received a copy of the written notification referred to in subsection 
2(a) above and that such written notification is satisfactory to the 
Seller and Servicer in its sole discretion.

		(c)  An Opinion of Counsel for the Seller addressed to the 
Trustee to the effect that the terms of this First Amendment will not 
adversely affect in any material respect the interests of any Investor 
Certificateholder.

		(d)  Counterparts of this First Amendment, duly executed by 
the parties hereto.

		SECTION 3.  Series 1994-B Supplement in Full Force and 
Effect as Amended.  Except as specifically amended or waived hereby, all 
of the terms and conditions of the Series 1994-B Supplement shall remain 
in full force and effect.  All references to the Series 1994-B 
Supplement in any other document or instrument shall be deemed to mean 
such Series 1994-B Supplement as amended by this First Amendment.  This 
First Amendment shall not constitute a novation of the Series 1994-B 
Supplement, but shall constitute an amendment thereof.  The parties 
hereto agree to be bound by the terms and obligations of the Series 
1994-B Supplement, as amended by this First Amendment, as though the 
terms and obligations of the Series 1994-B Supplement were set forth 
herein.

		SECTION 4.  Counterparts.  This First Amendment may be 
executed in any number of counterparts and by separate parties hereto on 
separate counterparts, each of which when executed shall be deemed an 
original, but all such counterparts taken together shall constitute one 
and the same instrument.

		SECTION 5.  Governing Law.  THIS FIRST AMENDMENT SHALL BE 
CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF DELAWARE, WITHOUT 
REFERENCE TO ITS CONFLICT OF LAW PROVISIONS, AND THE OBLIGATIONS, RIGHTS 
AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE 
WITH SUCH LAWS; PROVIDED, HOWEVER, THAT THE IMMUNITIES AND STANDARD OF 
CARE OF THE TRUSTEE IN THE ADMINISTRATION OF THE TRUST HEREUNDER SHALL 
BE GOVERNED BY THE LAWS OF THE STATE OF NEW YORK.

		SECTION 9.  Defined Terms.  Capitalized terms used herein 
and not otherwise defined shall have the meanings assigned to such terms 
in the Series 1994-B Supplement.
		IN WITNESS WHEREOF, the Seller, the Servicer and the Trustee 
have caused this First Amendment to be duly executed by their respective 
officers as of the day and year first above written.



						MBNA AMERICA BANK,
						  NATIONAL ASSOCIATION,
						  Seller and Servicer


						By:   /s/ Thomas Dunn
						   Name:	Thomas Dunn
						   Title:	First Vice President


						THE BANK OF NEW YORK,
						  Trustee



						By: /s/ Joseph G. Ernst
	   					   Name:  Joseph G. Ernst 
						   Title: Assistant Treasurer
 

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