CHASE MANHATTAN CORP
8-K, 1994-10-18
NATIONAL COMMERCIAL BANKS
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<PAGE> 1                              
              SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC  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) October 18, 1994


                THE CHASE MANHATTAN CORPORATION
     (Exact name of registrant as specified in its charter)

        Delaware                     1-5945        13-2633613
(State or other jurisdiction     (Commission     (IRS Employer
     of incorporation)            File Number)   Identification No.)

    1 Chase Manhattan Plaza,                       10081
     New York, New York                          (Zip Code)
(Address of principal executive offices)


                            (212) 552-2222
     (Registrant's telephone number, including area code) 






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

<PAGE> 2  
                      
Item 5. Other Events

        On October 18, 1994 The Chase Manhattan Corporation issued a news
        release announcing its earnings for the quarter ended September 30,
        1994. A copy of the news release is attached hereto as Exhibit 99
        and is incorporated herein by reference.

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

        Exhibit 99:  News Release dated October 18, 1994.

<PAGE> 3
                               SIGNATURE

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.


                            THE CHASE MANHATTAN CORPORATION
                            (Registrant)



DATE:  October 18, 1994     By: /s/LESTER J. STEPHENS, JR.
                            Lester J. Stephens, Jr.
                            (Senior Vice President and Controller)


<PAGE> 4
                            EXHIBIT INDEX
Exhibit No.      Document

   99            News Release Dated October 18, 1994


<PAGE> 1
                                                                 Exhibit 99


                                                           October 18, 1994
                           Press Contact:  Steve Rautenberg  (212) 552-4505
                           Investor Contact:  William Maletz (212) 552-5329

      CHASE REPORTS EARNINGS OF $305 MILLION FOR THIRD QUARTER 1994,
                  $976 MILLION FOR FIRST NINE MONTHS 1994

      The Chase Manhattan Corporation today reported third quarter 1994 net
income  of  $305  million ($1.49 per share), up 14% from the  $267  million
($1.25 per share) reported for the third quarter of 1993.

Thomas G. Labrecque, Chairman said, "Our solid performance for the quarter,
in  light  of  highly  competitive  markets  in  many  of  our  businesses,
demonstrates the strength and diversity of our core franchises."

Third Quarter Highlights - 1994 vs. 1993:
  - return on common equity of 15.8% versus 15.1%;
  - continued  strong  growth in fees and commissions - up  13%,  including
    consumer banking - up 40% and trust and fiduciary - up 16%;
  - trading revenue of $188 million;
  - a lower provision for possible credit losses of $100 million, down
    $115 million;
  - continued decline of nonperforming assets, including a 16% decrease  in
    domestic  commercial  real  estate  nonperforming  assets  during  the
    quarter;
  - the announcement of a voluntary early retirement program that is
    estimated to achieve annual expense reductions of $55 million,
    beginning in 1995.

<PAGE> 2  
For  the first nine months of 1994, Chase reported consolidated net income
of $976 million ($4.76 per share), up 49% from the $653 million ($3.23 per
share) reported for the same period of 1993.

During  the  third quarter of 1994, as part of the common stock  repurchase
program announced in June 1994, Chase repurchased 4 million shares  of  its
common stock, which favorably impacted the earnings per share amounts.

NET INTEREST REVENUE - TAXABLE EQUIVALENT BASIS
Net  interest revenue, on a taxable equivalent basis, was $922 million  for
the third quarter of 1994, compared with $926 million for the third quarter
of  1993.  Net interest margin was 3.81%, compared with 3.99% reported  for
the  third  quarter of 1993.  Average interest-earning assets increased  to
$95.9  billion from the $92.1 billion level reported for the third  quarter
of  last  year.  Average loans were $60.0 billion for the current  quarter,
compared with $61.7 billion for the third quarter of 1993.

For  the  first  nine months of 1994, net interest revenue,  on  a  taxable
equivalent basis, was $2,803 million, compared with $2,884 million for  the
same period last year, which included $142 million of interest revenue from
Brazil  PDI  bonds.  The net interest margin was 3.97% for the  first  nine
months of 1994, compared with 4.33% (4.12% excluding Brazil PDI bonds)  for
the  same period last year.  Average interest-earning assets for the  first
nine months of 1994 were $94.5 billion, compared with $89.0 billion for the
first  nine  months of 1993.  For the first nine months  of  1994,  average
loans were $60.6 billion, compared with $61.2 billion reported for the same
period last year.

<TABLE>
<CAPTION>
FEES AND COMMISSIONS

                                    Third Quarter         Nine Months
($ in millions)                      1994   1993         1994     1993
<S>                                  <C>     <C>        <C>     <C>
 Consumer Banking                    $162    $116       $  470  $  347
 Trust and Fiduciary                  141     122          423     340
 Investment Banking                    46      54          162     141
 Other                                109     114          329     332

  Total Fees and Commissions         $458    $406       $1,384  $1,160
</TABLE>

<PAGE> 3
Fees  and  commissions were $458 million for the third quarter of 1994, up
13%  over  the third quarter of 1993.  For the first nine months  of  1994,
fees  and commissions were $1,384 million, up 19%, reflecting increases in
all major categories of fee revenue.

Total  consumer  banking fees, including credit card and  mortgage  banking
fees,  increased 40% over the third quarter of 1993 and 35% over the  first
nine  months  of  last year.  Mortgage banking fees improved  substantially
over  the  same periods of 1993 primarily due to the absence of accelerated
writedowns of mortgage servicing assets in 1994.

Trust  and  fiduciary  fee revenue increased 16% and 24% over  the  third
quarter  and  first  nine months of 1993, respectively,  primarily  due  to
increased  customer  transaction volumes in the Global Securities  Services
business.

While  investment banking fee revenue declined $8 million  from  the  third
quarter of 1993, such fees for the first nine months of 1994 increased  15%
over the same period last year.

<TABLE>
<CAPTION>
TRADING REVENUE

                           Third Quarter             Nine Months
($ in millions)             1994    1993             1994   1993
<S>                         <C>     <C>              <C>    <C>
 Foreign Exchange           $ 50    $ 93             $213   $281
 Trading Account             138      93              306    268

Total Trading Revenue       $188    $186             $519   $549
</TABLE>

Total  trading  revenue was $188 million, essentially  unchanged  from  the
third  quarter  of  last  year,  as strong results  from  emerging  markets
trading  activities  more than offset the decline in foreign  exchange  and
derivative trading revenue.

For  the  first  nine  months  of  1994, total  trading  revenue  was  $519
million, compared with $549 million for the same period last year.

<PAGE> 4
<TABLE>
<CAPTION>
OTHER REVENUE
                                  Third Quarter         Nine Months
($ in millions)                    1994   1993          1994   1993
<S>                               <C>     <C>          <C>     <C>
 Corporate Finance-Related
  Equity Investment Gains         $ 26    $ 52         $165    $149
 Accelerated Disposition
  Portfolio Gain                    15      48           83      76
 Investment Securities Gains        15      15           95      35
 Other                              25      13          135     103

  Total Other Revenue             $ 81    $128         $478    $363
</TABLE>

Total other revenue for the third quarter of 1994 was $81 million, compared
with  $128 million for the same period in 1993, due to a reduction in gains
from  the  accelerated disposition portfolio and corporate  finance-related
equity transactions.

Total other revenue for the first nine months of 1994 totaled $478 million,
up  $115  million, or 32%, from $363 million for the first nine  months  of
1993.

OPERATING EXPENSES
Total operating expenses were $1,067 million for the third quarter of  1994
and  $1,025 million for the third quarter of 1993.  Compared with the  same
period  last  year,  operating  expenses for  the  third  quarter  of  1994
reflected  higher  performance related compensation as  well  as  increased
payroll  and  other  costs related to the expansion of Chase's  businesses.
Chase's  results have begun to reflect the benefit of accelerated  business
investments.  In  particular,  in  Chase's  transaction  based  information
services   business,  revenue  growth  is  more  than  covering   increased
expenditures.   In  addition, operating expenses for the third  quarter  of
1994   included  $6  million  from  the  recent  acquisition  of   American
Residential Holding Co., a mortgage origination and servicing business.

For  the  third quarter of 1994, operating expenses were favorably impacted
by  $24  million in net ORE revenue, compared with $31 million of  net  ORE
expenses  for the same period last year.  The expense to revenue ratio  was
65% (66% excluding ORE) for the current quarter.

<PAGE> 5
For  the  first nine months of 1994, other operating expenses  were  $3,197
million,  compared  with  $3,003  million  (excluding  first  quarter  1993
provision for ORE held for accelerated disposition) for the same period  of
1993.

Yesterday, Chase announced a Voluntary Retirement Program which will be 
offered during the fourth quarter to approximately 2,600 eligible employees. 
Based on assumptions concerning the anticipated levels of participation by
employees, Management estimates that the annual savings in salary and
related benefits would be approximately $55 million per year, beginning in
1995.  Based on these assumptions, the cost of the program to Chase is
estimated at $100 million (pre-tax) which will be reflected in the fourth
quarter of 1994 when actual employee acceptance is known. Together with
other anticipated fourth quarter items, such as the gain from the previously
announced sale of Chase Florida, the impact on earnings is not expected to
be material.    

INCOME TAXES
The  third  quarter  of 1994 provision for income taxes was  $171  million,
compared  with  a  tax provision of $132 million for the third  quarter  of
1993.

For  the first nine months of 1994, the provision for income taxes was $583
million,  compared  with  $93  million  for  the  same  period  last  year.
Excluding  the  tax  benefits applicable to the special provision  for  the
accelerated disposition portfolio, Chase's tax provision for the first nine
months  of  1993 would have been approximately $403 million.  In  addition,
Chase  adopted SFAS 109 in the first quarter of 1993 resulting  in  a  $500
million  net  benefit  reflected as a cumulative  effect  of  a  change  in
accounting principle.

The  effective tax rates were 36% and 37% for the third quarter  and  first
nine months of 1994, respectively.

<PAGE> 6
PROVISION FOR POSSIBLE CREDIT LOSSES AND NET LOAN CHARGE-OFFS
The  provision for possible credit losses was $100 million, or $50  million
lower than the second quarter of 1994 and $115 million lower than the third
quarter of last year.

Net  loan  charge-offs were $119 million, down $97 million from  the  third
quarter of 1993.  Domestic commercial real estate net loan charge-offs were
$21  million for the third quarter of 1994 and are covered by the  existing
reserve allocated to the noncore domestic commercial real estate portfolio.


<TABLE>
<CAPTION>
Provision For Possible Credit Losses & Net Loan Charge-Offs*

                       3rd Qtr.   2nd Qtr.  3rd Qtr.      Nine Months
($ in millions)            1994       1994      1993       1994     1993
<S>                       <C>        <C>       <C>        <C>      <C>
PROVISION FOR POSSIBLE
  CREDIT LOSSES           $ 100      $ 150     $ 215      $ 410    $ 800

NET LOAN CHARGE-OFFS:
Domestic
- - Consumer                $  90      $  90     $  97      $ 274    $ 295
- - Commercial Real Estate     21         51        58        123      223
- - Commercial & Other          6          5        47         22      130
Total Domestic              117        146       202        419      648

Total International**         2          -        14          3       10

Total Net Loan
 Charge-Offs              $ 119      $ 146     $ 216      $ 422    $ 658

<FN>
* amounts exclude accelerated disposition portfolio.
**includes refinancing countries net loan charge-offs.
</TABLE>

The provision for possible credit losses for the first nine months of 1994
was  $410  million, compared with $800 million (excluding the  accelerated
disposition  portfolio) for the same period last year.  Net  loan  charge-
offs  for  the  first  nine months of 1994 were $422  million,  down  $236
million from the first nine months of 1993.

<PAGE> 7
<TABLE>
<CAPTION>
RESERVE FOR POSSIBLE CREDIT LOSSES

                            Sept. 30,  June 30,   Dec. 31,  Sept. 30,
($ in millions)                1994      1994       1993        1993
<S>                          <C>       <C>        <C>          <C>
RESERVE FOR POSSIBLE
  CREDIT LOSSES              $1,416    $1,435     $1,425       $1,916

- - As a % of Total Loans       2.31%     2.37%      2.36%        3.06%

- - As a % of Nonaccrual Loans   202%*     166%*      135%          96%

<FN>
*   The  ratio  of  reserve to nonaccrual loans, excluding the  previously
identified  noncore  domestic commercial real estate  portfolio,  was  276%
at September 30, 1994 and 222% at June 30, 1994.
</TABLE>


NONACCRUAL OUTSTANDINGS AND ORE
Total nonperforming assets declined $249 million, or 17%, during the third
quarter of 1994.

The  distribution  of nonaccrual outstandings based  on  the  domicile  of
obligors was as follows:

<TABLE>
<CAPTION>
                               Sept. 30,  June 30,   Dec. 31,   Sept.30,
($ in millions)                 1994      1994       1993       1993
<S>                            <C>      <C>        <C>           <C>
Domestic:
- - Commercial Real Estate       $ 271    $  330     $  475     $  705
- - Other Loans                    281       369        407        503
Total Domestic                   552       699        882      1,208

International:
- - Refinancing Countries           55        60         74        668
- - Other Loans                     94       104         98        129
Total International              149       164        172        797

Total Nonaccrual Outstandings  $ 701    $  863     $1,054     $2,005

Total ORE *                    $ 510    $  597     $  905     $  966

<FN>
*   Includes  insubstance foreclosures of $418 million  at  September  30,
1994, $504 million at June 30, 1994, $766 million at December 31, 1993
and $793 million at September 30, 1993.
</TABLE>

<PAGE> 8
DOMESTIC COMMERCIAL REAL ESTATE ASSETS
Chase  continues to reduce its exposure to real estate.  During the  third
quarter  of  1994, domestic commercial real estate assets  decreased  $321
million  to  $2.7  billion at September 30, 1994.   Contributing  to  this
decline  were  approximately $296 million of net repayments and  sales  of
outstanding assets, and $25 million of charge-offs.

<TABLE>
<CAPTION>
Domestic Commercial Real Estate Assets

                    Sept. 30,   June 30,   Dec. 31,  Sept. 30,
($ in millions)       1994        1994       1993      1993
<S>                 <C>        <C>        <C>        <C>
Loans:
  Performing        $1,923     $2,098     $2,624     $3,005
  Nonaccrual           271        330        475        705

  Total Loans        2,194      2,428      3,099      3,710

ORE                    502        589        895        953

  Total             $2,696     $3,017     $3,994     $4,663

</TABLE>



<TABLE>
<CAPTION>
THE CHASE MANHATTAN CORPORATION
SELECTED AVERAGE BALANCES


                              Third Quarter             Nine Months
($ in billions)               1994       1993         1994     1993
<S>                          <C>        <C>          <C>       <C>
Loans:
 Domestic Offices            $ 43.5     $ 42.6       $ 43.7    $ 42.8
 Overseas Offices              16.5       19.1         16.9      18.4
    Total Loans              $ 60.0     $ 61.7       $ 60.6    $ 61.2

Interest-Earnings Assets     $ 95.9     $ 92.1       $ 94.5    $ 89.0

Total Assets                 $121.1     $104.6       $118.0    $101.7

Deposits:
  Domestic Offices           $ 37.9     $ 42.2       $ 39.6    $ 41.6
  Overseas Offices             33.2       30.2         32.3      28.4
     Total Deposits          $ 71.1     $ 72.4       $ 71.9    $ 70.0

Common Stockholders' Equity  $  6.9     $  6.1       $  6.8    $  5.5

Total Stockholders' Equity   $  8.3     $  7.7       $  8.2    $  7.1
</TABLE>



<PAGE> 9
<TABLE>
<CAPTION>
THE CHASE MANHATTAN CORPORATION
FINANCIAL HIGHLIGHTS AND SELECTED STATISTICAL DATA


($ in millions
except per share data)              Third Quarter        Nine Months
                                  1994        1993       1994    1993
<S>                               <C>        <C>         <C>     <C>
NET INCOME                       $  305     $  267      $ 976   $ 653

PER COMMON SHARE
- -  Net Income
   -  Primary                    $ 1.49     $ 1.25      $4.76   $3.23
   -  Fully  diluted             $ 1.48     $ 1.24      $4.73   $3.20

- - Book Value (period-end)        $38.83     $33.87

- - Closing Stock Price
        (period-end)             $34.63     $37.13

PROFITABILITY RATIOS
- -  Return on Average Common
   Stockholders' Equity            15.8%      15.1%      17.3%    13.3%

- -  Return on Average Assets        1.00%      1.01%      1.11%     .86%

NET INTEREST REVENUE
 (Fully Taxable Basis)            $ 922      $ 926       $2,803   $2,884
- -  Net Interest Margin             3.81%     3.99%        3.97%    4.33%
</TABLE>


<TABLE>
<CAPTION>
                               Sept. 30,    June 30,   Dec. 31,  Sept. 30,
                                1994(a)    1994(a)(b)   1993     1993(c)
<S>                               <C>        <C>       <C>       <C>
CAPITAL RATIOS
- -  Common Stockholders' Equity     6.01%      6.08%     6.58%     6.18%

- -  Total Stockholders' Equity      7.21%      7.32%     7.95%     7.57%

- -  Risk-Based Capital
   - Tier I Capital                8.51%      8.71%     8.44%     7.94%

   - Total Capital                13.22%     13.32%    13.22%    12.63%

- -  Tier I Leverage                 7.31%      7.47%     7.81%     7.48%

<FN>
(a)  On January 1, 1994, Chase adopted FASB Interpretation No. 39.  As a
   result of such adoption, Chase's Trading Account Assets and
   Liabilities increased approximately $11 billion at September 30, 1994
   and $13 billion at June 30, 1994.  This had the effect of decreasing
   the common and total equity ratios and the Tier I leverage ratios.
(b)  Adjusted  to  reflect the redemption of all $227 million  of  Chase's
   outstanding Series F Preferred Stock, announced on May 10, 1994.
(c)  Total  risk-based capital adjusted to reflect the redemption  of  all
   $350  million  of Chase's outstanding Floating Rate Subordinated  Notes
   Due 1995, in October 1993.

</TABLE>


<PAGE> 10
       
<TABLE>
<CAPTION>          
The Chase Manhattan Corporation and Subsidiaries
CONSOLIDATED STATEMENT OF CONDITION
                                                              September 30,
                                                           --------------------
($ in millions)                                               1994       1993
- -------------------------------------------------------------------------------
<S>                                                        <C>        <C>
Assets
Cash and Due from Banks                                    $  5,559   $  4,927
Interest-Bearing Deposits Placed with Banks                   7,055      5,281
Federal Funds Sold and Securities Purchased Under Resale
 Agreements                                                   7,712      5,714
Trading Account Assets                                       19,302      5,141
Investment Securities:
  Held to Maturity                                            2,018      1,462
  Available for Sale Carried at Fair Value                    5,813       -
  At Lower of Cost or Market                                   -         6,304
- -------------------------------------------------------------------------------
           Total Investment Securities                        7,831      7,766
Loans                                                        61,405     62,638
  Less: Reserve for Possible Credit Losses                    1,416      1,916
- -------------------------------------------------------------------------------
           Loans, Net                                        59,989     60,722
Assets Held for Accelerated Disposition                          25        722
Customers' Liability on Acceptances                             599        762
Accrued Interest Receivable                                   1,033        935
Premises and Equipment                                        1,871      1,977
Other Assets                                                  6,089      6,648
- -------------------------------------------------------------------------------
           Total Assets                                    $117,065   $100,595
===============================================================================

Liabilities and Stockholders' Equity
Deposits:
  Domestic Offices:
       Noninterest-Bearing                                 $ 11,131   $ 11,677
       Interest-Bearing                                      24,205     28,220
  Overseas Offices:
       Noninterest-Bearing                                    2,533      2,785
       Interest-Bearing                                      31,053     27,547
- -------------------------------------------------------------------------------
           Total Deposits                                    68,922     70,229
Federal Funds Purchased and Securities Sold Under
 Repurchase Agreements                                       11,959      6,518
Commercial Paper                                              1,459      1,018
Other Short-Term Borrowings                                   3,508      1,781
Trading Account Liabilities                                  11,841       -
Acceptances Outstanding                                         603        774
Accrued Interest Payable                                        568        518
Accounts Payable, Accrued Expenses and Other Liabilities      4,734      5,908
Intermediate- and Long-Term Debt                              5,031      6,230
- -------------------------------------------------------------------------------
           Total Liabilities                                108,625     92,976
- -------------------------------------------------------------------------------

Stockholders' Equity:
  Nonredeemable Preferred Stock(Without Par Value,56,000,000  1,400      1,400
  and 51,439,738 Shares Outstanding,Respectively)
  Common Stock :
                           <C>           <C>
                               1994          1993
                           ------------  ------------
       Par Value                 $2.00         $2.00
       Authorized Shares   500,000,000   500,000,000
       Outstanding Shares  185,289,886   183,608,157            371        367
  Surplus                                                     3,939      3,911
  Net Unrealized Gains on Investment Securities -
     Available for Sale                                          23       -  
  Retained Earnings                                           2,853      1,941
- -------------------------------------------------------------------------------
     Total                                                    8,586      7,619
  Less: Treasury Stock at Cost (4,000,000 Shares)               146       -
- -------------------------------------------------------------------------------
           Total Stockholders' Equity                         8,440      7,619
- -------------------------------------------------------------------------------
           Total Liabilities and Stockholders' Equity      $117,065   $100,595
===============================================================================
</TABLE>



<PAGE> 11
<TABLE>
<CAPTION>         
The Chase Manhattan Corporation and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME
                                             Quarter Ended   Nine Months Ended
                                             September 30,   September 30,
                                             -------------------------------
($ in millions, except per share data)         1994    1993    1994    1993
- ----------------------------------------------------------------------------
<S>                                          <C>     <C>     <C>     <C>
Interest Revenue
Interest and Fees on Loans                   $1,252  $1,405  $3,929  $4,316
Interest on Deposits Placed with Banks          108     214     365     553
Interest and Dividends on Investment
   Securities:
     Held to Maturity                            29      42     112     126
     Available for Sale                          90     -       433     -
     At Lower of Cost or Market                 -       121     -       385
Interest on Federal Funds Sold and Securities
   Purchased Under Resale Agreements            233     261   1,048     784
Interest on Trading Account Assets               89      51     300     150
- ----------------------------------------------------------------------------
   Total Interest Revenue                     1,801   2,094   6,187   6,314
- ----------------------------------------------------------------------------

Interest Expense
Deposits                                        538     513   1,717   1,545
Federal Funds Purchased and Securities Sold
   Under Repurchase Agreements                  203     150     503     443
Commercial Paper                                 16      13      45      35
Other Short-Term Borrowings                      52     405     908   1,024
Intermediate- and Long-Term Debt                 76      94     229     406
- ----------------------------------------------------------------------------
   Total Interest Expense                       885   1,175   3,402   3,453
- ----------------------------------------------------------------------------
Net Interest Revenue                            916     919   2,785   2,861
Provision for Possible Credit Losses            100     215     410     800
Provision for Loans Held for
   Accelerated Disposition                      -       -       -       566
- ----------------------------------------------------------------------------
Net Interest Revenue After Provision for
   Possible Credit Losses and Provision for
   Loans Held for Accelerated Disposition       816     704   2,375   1,495
- ----------------------------------------------------------------------------
Other Operating Revenue
Fees and Commissions                            458     406   1,384   1,160
Foreign Exchange Trading Revenue                 50      93     213     281
Trading Account Revenue                         138      93     306     268
Investment Securities Gains                      15      15      95      35
Other Revenue                                    66     113     383     328
- ----------------------------------------------------------------------------
   Total Other Operating Revenue                727     720   2,381   2,072
- ----------------------------------------------------------------------------

Other Operating Expenses
Salaries and Employee Benefits:
   Salaries                                     464     409   1,298   1,170
   Employee Benefits                            122     117     369     357
- ----------------------------------------------------------------------------
                                                586     526   1,667   1,527
Net Occupancy                                    98      93     296     291
Equipment Rentals, Depreciation
   and Maintenance                               77      73     222     214
Provision for Other Real Estate Held for
   Accelerated Disposition                      -       -       -       318
Other Expenses                                  306     333   1,012     971
- ----------------------------------------------------------------------------
   Total Other Operating Expenses             1,067   1,025   3,197   3,321
- ----------------------------------------------------------------------------
Income Before Taxes                             476     399   1,559     246
Applicable Income Taxes                         171     132     583      93
- ----------------------------------------------------------------------------
Income Before Cumulative Effect of
   Change in Accounting Principle            $  305  $  267  $  976  $  153
Cumulative Effect of Change in Accounting
   Principle - Adoption of SFAS 109             -       -       -       500
- ----------------------------------------------------------------------------
Net Income                                   $  305  $  267  $  976  $  653
============================================================================
Net Income Applicable to Common Stock        $  274  $  231  $  880  $  544
============================================================================
Average Common Shares Outstanding (in
   millions)                                  184.4   184.3   185.0   168.2
Primary Earnings Per Common Share,
   Before Cumulative Effect of Change
   in Accounting Principle, Based on
   Average Shares Outstanding                $ 1.49  $ 1.25  $ 4.76  $ 0.26
Cumulative Effect of Change in Accounting
   Principle - Adoption of SFAS 109             -       -       -      2.97
Primary Earnings Per Common Share            $ 1.49  $ 1.25  $ 4.76  $ 3.23
Cash Dividends Declared Per Common Share     $ 0.40  $ 0.30  $ 1.06  $ 0.90
============================================================================
</TABLE>

<PAGE> 12
<TABLE>
<CAPTION>

The Chase Manhattan Corporation and Subsidiaries
SUMMARY OF CHANGES IN STOCKHOLDERS' EQUITY
                                                             Nine Months Ended
                                                             September 30,
                                                             ---------------
($ in millions)                                                1994    1993
- ----------------------------------------------------------------------------
<S>                                                          <C>     <C>
Balance at Beginning of Period                               $8,122  $6,511
  Additions:
     Net Income                                                 976     653
     Shares Issued Pursuant to:
       Nonredeemable Preferred Stock Offering                   228     173
       Dividend Reinvestment and Stock Purchase Plan             14      45
       Common Stock Offering                                    -       746
       Exercise of Stock Options                                 13      15
     Net Unrealized Losses on Investment Securities -
       Available for Sale (Net of Deferred Tax
       Benefits of $167)                                       (241)    -
- ----------------------------------------------------------------------------
                                                              9,112   8,143
  Deductions:
     Cash Dividends:
       Redeemable Preferred Stock                               -         3
       Nonredeemable Preferred Stock                             96     106
       Common Stock                                             196     150
     Redemption of Nonredeemable Preferred Stock                227     250
     Treasury Stock                                             146     -
     Other                                                        7      15
- ----------------------------------------------------------------------------
Balance at End of Period                                     $8,440  $7,619
============================================================================
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<PAGE> 13
<TABLE>
<CAPTION>      
         
The Chase Manhattan Bank, N.A. and Subsidiaries
CONSOLIDATED STATEMENT OF CONDITION
                                                                September 30,
                                                              -----------------
($ in millions)                                                 1994     1993
- -------------------------------------------------------------------------------
<S>                                                           <C>      <C>
Assets
Cash and Due from Banks                                       $ 5,330  $ 4,629
Interest-Bearing Deposits Placed with Banks                     7,247    5,375
Federal Funds Sold and Securities Purchased Under Resale
 Agreements                                                     3,392    4,185
Trading Account Assets                                         15,617    4,275
Investment Securities:
   Held to Maturity                                             1,482      685
   Available for Sale Carried at Fair Value                     5,123      -
   At Lower of Cost or Market                                     -      5,557
- -------------------------------------------------------------------------------
            Total Investment Securities                         6,605    6,242
Loans                                                          49,486   50,613
   Less: Reserve for Possible Credit Losses                     1,089    1,568
- -------------------------------------------------------------------------------
            Loans, Net                                         48,397   49,045
Assets Held for Accelerated Disposition                            24      625
Customers' Liability on Acceptances                               599      762
Accrued Interest Receivable                                       707      606
Premises and Equipment                                          1,729    1,807
Other Assets                                                    4,866    5,542
- -------------------------------------------------------------------------------
            Total Assets                                      $94,513  $83,093
===============================================================================

Liabilities and Stockholder's Equity
Deposits:
   Domestic Offices:
        Noninterest-Bearing                                   $10,788  $11,193
        Interest-Bearing                                       18,096   21,513
   Overseas Offices:
        Noninterest-Bearing                                     2,533    2,785
        Interest-Bearing                                       32,140   28,407
- -------------------------------------------------------------------------------
            Total Deposits                                     63,557   63,898
Federal Funds Purchased and Securities Sold Under
 Repurchase Agreements                                          3,003    3,279
Other Short-Term Borrowings                                     2,904    1,268
Trading Account Liabilities                                    10,707      -
Acceptances Outstanding                                           603      774
Accrued Interest Payable                                          490      439
Accounts Payable, Accrued Expenses and Other Liabilities        3,627    4,288
Intermediate- and Long-Term Debt                                2,627    3,059
- -------------------------------------------------------------------------------
            Total Liabilities                                  87,518   77,005
- -------------------------------------------------------------------------------

Stockholder's Equity:
   Capital Stock:
                              <C>            <C>
                               1994            1993
                          --------------- --------------
        Par Value                 $15.00         $15.00
        Authorized Shares     81,744,445     81,744,445
        Outstanding Shares    60,955,569     60,588,329           914      909
   Surplus                                                      4,625    4,351
   Net Unrealized Losses on Investment Securities -
      Available for Sale                                           (8)     -
   Undivided Profits                                            1,464      828
- -------------------------------------------------------------------------------
            Total Stockholder's Equity                          6,995    6,088
- -------------------------------------------------------------------------------
            Total Liabilities and Stockholder's Equity        $94,513  $83,093
===============================================================================
Member Federal Deposit Insurance Corporation


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