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): September 29, 1999
CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION
(Exact Name of registrant specified in its charter)
(Originator of the Chase Credit Card Master Trust)
United States 333-74303 22-2382028
(State or other (Commission File (I.R.S. employer
Jurisdiction of Number) Identification No.)
Incorporation)
802 Delaware Avenue
Wilmington, Delaware 19801
(Address of principal executive offices)
Registrant's telephone number, including area code: (302) 575-5000
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Item 5. Other Events
On September 29, 1999, Chase Manhattan Bank USA, National
Association ("Chase USA") formed Chase Credit Card Owner Trust 1999-3 (the
"Issuer") pursuant to a Trust Agreement, dated as of September 29, 1999,
between Chase USA, as Depositor (the "Depositor") and Wilmington Trust
Company, as Owner Trustee (the "Owner Trustee").
On October 6, 1999, The Bank of New York, as Indenture Trustee for
the Issuer(the "Indenture Trustee"), executed and delivered to Simpson
Thacher & Bartlett, as counsel for the Issuer, a statement on Form T-1 as to
its eligibility pursuant to the requirements of the Trust Indenture Act of
1939 (the "TIA") to hold the position of indenture trustee under the
indenture dated as of September 29, 1999 (the "Indenture"), between the Issuer
and the Indenture Trustee.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits
Exhibits
25.2 Statement of the Indenture Trustee on Form T-1 as to its
eligibility pursuant to the requirements of the TIA to hold the
position of Indenture Trustee under the Indenture.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, as amended, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.
CHASE MANHATTAN BANK USA,
NATIONAL ASSOCIATION
By: /s/ Keith Schuck
------------------------------
Name: Keith Schuck
Title: Vice President
Date: October 6, 1999
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<PAGE>
INDEX TO EXHIBITS
Exhibit Sequentially
Number Exhibit Numbered Pages
------- ------- --------------
25.2 Statement of the Indenture Trustee on
Form T-1 as to its eligibility pursuant
to the requirements of the TIA to hold
the position of Indenture Trustee under
the Indenture.
Exhibit 25.2
FORM T-1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939 OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(b)(2) /_/
___________________________
THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)
New York 13-5160382
(State of incorporation (I.R.S. employer
if not a U.S. national bank) identification no.)
One Wall Street, New York, N.Y. 10286
(Address of principal executive offices) (Zip code)
___________________________
CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION
(Exact name of obligor as specified in its charter)
United States 22-2382028
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
802 Delaware Avenue
Wilmington, Delaware 19801
(Address of principal executive offices) (Zip code)
___________________________
Asset Backed Notes
(Title of the indenture securities)
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1. General information. Furnish the following information as to the
Trustee:
(a) Name and address of each examining or supervising authority to
which it is subject.
Name Address
-------------------------------- --------------------------------
Superintendent of Banks of the 2 Rector Street, New York, N.Y.
State of New York 10006, and Albany, N.Y. 12203
Federal Reserve Bank of New York 33 Liberty Plaza, New York, N.Y.
10045
Federal Deposit Insurance Washington, D.C. 20429
Corporation
New York Clearing House Association New York, New York 10005
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
2. Affiliations with Obligor.
If the obligor is an affiliate of the trustee, describe each such
affiliation.
None.
16. List of Exhibits.
Exhibits identified in parentheses below, on file with the Commission,
are incorporated herein by reference as an exhibit hereto, pursuant to
Rule 7a-29 under the Trust Indenture Act of 1939 (the "Act") and 17
C.F.R. 229.10(d).
1. A copy of the Organization Certificate of The Bank of New York
(formerly Irving Trust Company) as now in effect, which contains
the authority to commence business and a grant of powers to
exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to
Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a
and 1b to Form T-1 filed with Registration Statement No. 33-21672
and Exhibit 1 to Form T-1 filed with Registration Statement No.
33-29637.)
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<PAGE>
4. A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form
T-1 filed with Registration Statement No. 33-31019.)
6. The consent of the Trustee required by Section 321(b) of the Act.
7. A copy of the latest report of condition of the Trustee published
pursuant to law or to the requirements of its supervising or
examining authority.
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<PAGE>
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of New
York, a corporation organized and existing under the laws of the State of New
York, has duly caused this statement of eligibility to be signed on its
behalf by the undersigned, thereunto duly authorized, all in The City of New
York, and State of New York, on the 6th day of October, 1999.
THE BANK OF NEW YORK
By: /s/ MICHELE L. RUSSO
-------------------------------------
Name: MICHELE L. RUSSO
Title: ASSISTANT TREASURER
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Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System, at the close of business June 30,
1999, published in accordance with a call made by the Federal Reserve Bank of
this District pursuant to the provisions of the Federal Reserve Act.
Dollar Amounts
ASSETS In Thousands
Cash and balances due from depository
institutions:
Noninterest-bearing balances and
currency and coin . . . . . . . . . $ 5,597,807
Interest-bearing balances . . . . . . 4,075,775
Securities:
Held-to-maturity securities . . . . . 785,167
Available-for-sale securities . . . . 4,159,891
Federal funds sold and Securities
purchased under agreements to resell . 2,476,963
Loans and lease financing receivables:
Loans and leases, net of unearned
income . . . . . . . . . . 38,028,772
LESS: Allowance for loan and
lease losses . . . . . . . . 568,617
LESS: Allocated transfer risk
reserve . . . . . . . . . . . 16,352
Loans and leases, net of unearned
income, allowance, and reserve . . . 37,443,803
Trading Assets . . . . . . . . . . . . . 1,563,671
Premises and fixed assets (including
capitalized leases) . . . . . . . . . 683,587
Other real estate owned . . . . . . . . . 10,995
Investments in unconsolidated
subsidiaries and associated companies 184,661
Customers' liability to this bank on
acceptances outstanding . . . . . . . 812,015
Intangible assets . . . . . . . . . . . . 1,135,572
Other assets . . . . . . . . . . . . . . 5,607,019
-----------
Total assets . . . . . . . . . . . . . . $64,536,926
===========
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LIABILITIES
Deposits:
In domestic offices . . . . . . . . . $26,488,980
Noninterest-bearing . . . . 10,626,811
Interest-bearing . . . . . . 15,862,169
In foreign offices, Edge and
Agreement subsidiaries, and IBFs . . 20,655,414
Noninterest-bearing . . . . . 156,471
Interest-bearing . . . . . . 20,498,943
Federal funds purchased and Securities
sold under agreements to repurchase . 3,729,439
Demand notes issued to the U.S.Treasury . 257,860
Trading liabilities . . . . . . . . . . . 1,987,450
Other borrowed money:
With remaining maturity of one year
or less . . . . . . . . . . . . . . 496,235
With remaining maturity of more than
one year through three years . . . . 465
With remaining maturity of more than
three years . . . . . . . . . . . . 31,080
Bank's liability on acceptances executed
and outstanding . . . . . . . . . . . 822,455
Subordinated notes and debentures . . . . 1,308,000
Other liabilities . . . . . . . . . . . . 2,846,649
-----------
Total liabilities . . . . . . . . . . . . 58,624,027
===========
EQUITY CAPITAL
Common stock . . . . . . . . . . . . . . 1,135,284
Surplus . . . . . . . . . . . . . . . . . 815,314
Undivided profits and capital reserves . 4,001,767
Net unrealized holding gains (losses) on
available-for-sale securities . . . . ( 7,956)
Cumulative foreign currency translation ( 31,510)
adjustments . . . . . . . . . . . . . -----------
Total equity capital . . . . . . . . . . 5,912,899
-----------
Total liabilities and equity capital . . $64,536,926
===========
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<PAGE>
I, Thomas J. Mastro, Senior Vice President and Comptroller of the
above-named bank do hereby declare that this Report of Condition has been
prepared in conformance with the instructions issued by the Board of
Governors of the Federal Reserve System and is true to the best of my
knowledge and belief.
Thomas J. Mastro
We, the undersigned directors, attest to the correctness of this
Report of Condition and declare that it has been examined by us and to the
best of our knowledge and belief has been prepared in conformance with the
instructions issued by the Board of Governors of the Federal Reserve System
and is true and correct.
Thomas A. Reyni Directors
Alan R. Griffith
Gerald L. Hassell
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