UNITED STATES
                       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): June 27, 2003



                              METRIS COMPANIES INC.
             (Exact Name of Registrant as Specified in Its Charter)

                                    Delaware
                 (State or Other Jurisdiction of Incorporation)


                        1-12351                     41-1849591
               (Commission file number)    (IRS employer identification no.)

            10900 Wayzata Boulevard, Minnetonka, Minnesota 55305-1534
                    (Address of Principal Executive Offices)

                                 (952) 525-5020
                         (Registrant's Telephone Number)

                                 Not Applicable
          (Former Name or Former Address, if Changed Since Last Report)


Item 5.  Other Events.

Metris Companies Inc. (the "Company") entered into an Amended and Restated
Senior Secured Credit Agreement, dated as of June 18, 2003, among the Company as
Borrower, the parties identified therein as lenders to the Company (the
"Lenders"), Goldman Sachs Credit Partners L.P., as Administrative Agent for the
Lenders, and Deutsche Bank Trust Company Americas as the Collateral Agent for
the Lenders (the "Credit Agreement"). The effectiveness of the Credit Agreement
was subject to the satisfaction of a number of conditions set forth therein. On
June 27, 2003, such conditions were satisfied, the Credit Agreement became
effective, and the Lenders extended credit to the Company in the form of a
one-year, $125 million term loan. On the same date, the Company used a portion
of the proceeds of such term loan to repay in full a $100 million term loan due
June 30, 2003 under a prior credit agreement, and terminated the prior credit
agreement.

Item 7.  Financial Statements and Exhibits.

         The following Exhibit is filed as part of this Report and as an exhibit
to the Registration Statement.

         10       Amended and Restated Senior Secured Credit Agreement, dated as
                  of June 18, 2003, among Metris Companies Inc as Borrower, the
                  Lenders from time to time parties thereto, Goldman Sachs
                  Credit Partners L.P., as Administrative Agent, and Deutsche
                  Bank Trust Company Americas as Collateral Agent, including the
                  exhibits thereto.



                                   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.


                             METRIS COMPANIES INC.


                             By: /s/ Scott R. Fjellman
                             Scott R. Fjellman
                             Senior Vice President, Treasurer

Dated:  July 11, 2003



                                  EXHIBIT INDEX


Exhibit No.       Description

       10.         Amended and Restated Senior Secured Credit Agreement, dated
                   as of June 18, 2003, among Metris Companies Inc as Borrower,
                   the Lenders from time to time parties thereto, Goldman Sachs
                   Credit Partners L.P., as Administrative Agent, and Deutsche
                   Bank Trust Company Americas as Collateral Agent, including
                   the exhibits thereto.