<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under The Securities Exchange Act of 1934
(Amendment No. 1)
Aerospace Creditors Liquidating Trust
------------------------------------------------------------------------
(Name Of Issuer)
Units of Beneficial Interest
- --------------------------------------------------------------------------------
(Title of Class of Securities)
008017105
------------------------------------
(Cusip Number)
Check the following box if a fee is being paid with this statement ( ). (A fee
is not required only if the filing person: (1) has a previous statement on file
reporting beneficial ownership of more than 5% of the class of securities
described in Item 1; and (2) has filed no amendment subsequent thereto reporting
beneficial ownership of five percent or less of such class.) (see rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on the following page(s))
Page 1 of 5 Pages
<PAGE> 2
CUSIP NO. 008017105 13G
AEROSPACE CREDITORS LIQUIDATING TRUST
<TABLE>
<S> <C> <C>
- -----------------------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON.
Chemical Banking Corporation -- CBC
Chemical Bank -- CB
- -----------------------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A)
(B)
- -----------------------------------------------------------------------------------------------
3 SEC USE ONLY
- -----------------------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
Chemical Banking Corporation -- CBC
Chemical Bank -- CB
- -----------------------------------------------------------------------------------------------
NUMBER 5 SOLE VOTING POWER
OF CBC -- None
SHARES CB -- None
BENEFICIALLY --------------------------------------------------------------------------
OWNED BY 6 SHARED VOTING POWER
EACH NONE
REPORTING --------------------------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH CBC -- None
CB -- None
--------------------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
NONE
- -----------------------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
CBC -- None
CB -- None
- -----------------------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARE
- -----------------------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
CBC -- 0%
CB -- 0%
- -----------------------------------------------------------------------------------------------
12 TYPE OF PERSON REPORTING*
CBC -- HC
CB -- BK
- -----------------------------------------------------------------------------------------------
</TABLE>
* SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5
<PAGE> 3
AEROSPACE CREDITORS LIQUIDATING TRUST
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G Under
The Securities Exchange Act of 1934
(Amendment No. 1)
<TABLE>
<S> <C> <C>
Item 1(a). NAME OF ISSUER: Aerospace Creditors Liquidating Trust
Item 1(b). ADDRESS OF ISSUER: 45 Park Avenue, 44th Floor
New York, NY 10167
PRINCIPAL EXECUTIVE OFFICER: Mark M. Feldman
Bradford T. Whitmore
Paul S. Walansky
Trustees
Aerospace Creditors Liquidating Trust
Item 2(a). NAME OF PERSON FILING: This notice is filed by CHEMICAL BANKING
CORPORATION (CBC) and its wholly owned
subsidiary, Chemical Bank (CB).
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE: CBC: 270 Park Avenue
New York, NY 10017
CB : 270 Park Avenue
New York, NY 10017
Item 2(c). CITIZENSHIP: CBC -- Delaware
CB -- New York
Item 2(d). TITLE OF CLASS OF SECURITIES: Units of Beneficial Interest
Item 2(e). CUSIP NUMBER: 008017-10-5
</TABLE>
Page 3 of 5
<PAGE> 4
AEROSPACE CREDITORS LIQUIDATING TRUST
<TABLE>
<S> <C>
Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B), CHECK
WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act.
(b) [X] Bank as defined in Section 3(a)(6) of the Act.
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act.
(d) [ ] Investment Company registered under Section 8 of the Investment Company
Act.
(e) [ ] Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940.
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions
of the Employee Retirement Income Security Act of 1974 or endowment Fund [see
Section 240.13d-1(b)(1)(ii)(F)].
(g) [X] Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)(G).
(h) [ ] Group, in accordance with Section 240.13d-1(ii)(H).
Item 4. OWNERSHIP:
(a) Amount Beneficially Owned: CBC -- 0
CB -- 0
(b) Percent of Class: CBC -- 0
CB -- 0
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
CBC -- None
CB -- None
(ii) Shared power to vote or to direct the vote:
CBC -- None
CB -- None
(iii) Sole power to dispose or to direct the disposition of:
CBC -- None
CB -- None
(iv) Shared power to dispose or to direct the disposition of:
CBC -- None
CB -- None
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
This form is filed to report that on February 8, 1995, Chemical Banking Corporation and Chemical Bank disposed of 8.46% of
their beneficial interest in the Units of Beneficial Interest of Aerospace Creditors Liquidating Trust
Page 4 of 5
</TABLE>
<PAGE> 5
AEROSPACE CREDITORS LIQUIDATING TRUST
<TABLE>
<S> <C>
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Not applicable.
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH HOLDS THE SECURITY
BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
Not applicable.
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THIS GROUP:
Not applicable.
Item 9. NOTICE OF DISSOLUTION OF GROUP:
Not applicable.
Item 10. CERTIFICATION:
By signing below, I certify that, to the best of my knowledge and belief, the
securities referred to above were acquired in the ordinary course of business
and were not acquired for the purpose of and did not have the effect of changing
or influencing the control of the issuer of such securities and were not
acquired in connection with or as a participant in any transaction having such
purpose or effect.
</TABLE>
SIGNATURE: After reasonable inquiry and to the best of my knowledge and
belief, I certify that the information set forth in this statement
is true, complete and correct.
Dated: February 10, 1995
<TABLE>
<S> <C>
CHEMICAL BANK CHEMICAL BANKING CORPORATION
- --------------------------------------------- ---------------------------------------------
Brian Rutledge John B. Wynne
Vice President Corporate Secretary
</TABLE>
Page 5 of 5
<PAGE> 6
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under The Securities Exchange Act of 1934
(Amendment No. )
Aerospace Creditors Liquidating Trust
---------------------------------------------------------------------
(Name Of Issuer)
Units of Beneficial Interest
- --------------------------------------------------------------------------------
(Title of Class of Securities)
008017-105
------------------------------------
(Cusip Number)
Check the following box if a fee is being paid with this statement ( X ).
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class
of securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
(Continued on the following page(s))
Page 1 of 5 Pages
<PAGE> 7
CUSIP NO. 008017-105 13G
<TABLE>
<S> <C> <C>
- -----------------------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON.
Chemical Banking Corporation -- CBC
Chemical Bank -- CB
- -----------------------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (A)
(B)
- -----------------------------------------------------------------------------------------------
3 SEC USE ONLY
- -----------------------------------------------------------------------------------------------
4 CITIZENSHIP OR PLACE OF ORGANIZATION
CBC -- Delaware
CB -- New York
- -----------------------------------------------------------------------------------------------
NUMBER 5 SOLE VOTING POWER
OF NONE
SHARES --------------------------------------------------------------------------
BENEFICIALLY 6 SHARED VOTING POWER
OWNED BY CBC -- 280,881
EACH CB -- 280,881
REPORTING --------------------------------------------------------------------------
PERSON 7 SOLE DISPOSITIVE POWER
WITH NONE
--------------------------------------------------------------------------
8 SHARED DISPOSITIVE POWER
CBC -- 280,881
CB -- 280,881
- -----------------------------------------------------------------------------------------------
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
CBC and CB -- 280,881
- -----------------------------------------------------------------------------------------------
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARE
- -----------------------------------------------------------------------------------------------
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
CBC and CB -- 8.460% based on 3,320,295 outstanding units
of beneficial interest.
- -----------------------------------------------------------------------------------------------
12 TYPE OF PERSON REPORTING*
CBC -- HC
CB -- BK
- -----------------------------------------------------------------------------------------------
</TABLE>
* SEE INSTRUCTION BEFORE FILLING OUT!
Page 2 of 5
<PAGE> 8
AEROSPACE CREDITORS LIQUIDATING TRUST
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G Under
The Securities Exchange Act of 1934
(Amendment No. )
<TABLE>
<S> <C> <C>
Item 1(a). NAME OF ISSUER: Aerospace Creditors Liquidating Trust
Item 1(b). ADDRESS OF ISSUER: 245 Park Avenue, 44th Floor
New York, NY 10167
PRINCIPAL EXECUTIVE OFFICER: Mark M. Feldman
Bradford T. Whitmore
Paul S. Walansky
Trustees
Item 2(a). NAME OF PERSON FILING: This notice is field by CHEMICAL BANKING
CORPORATION (CBC) and Chemical Bank (CB) as successor
organization to Manufacturers Hanover Trust Company,
the subsidiary of Manufacturers Hanover Corporation,
which held the herein reported issues prior to the
merger of the holding companies at the end of 1991.
Item 2(b). ADDRESS OF PRINCIPAL BUSINESS OFFICE: CBC: 270 Park Avenue
New York, NY 10017
CB : 270 Park Avenue
New York, NY 10017
Item 2(c). CITIZENSHIP: CBC -- Delaware
CB -- New York
Item 2(d). TITLE OF CLASS OF SECURITIES: Units of Beneficial Interest
Item 2(e). CUSIP NUMBER: 008017-105
</TABLE>
Page 3 of 5
<PAGE> 9
AEROSPACE CREDITORS LIQUIDATING TRUST -- 12/31/93
<TABLE>
<S> <C>
Item 3. IF THIS STATEMENT IS FILED PURSUANT TO RULES 13D-1(B), OR 13D-2(B), CHECK
WHETHER THE PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the Act.
(b) [X] Bank as defined in Section 3(a)(6) of the Act.
(c) [ ] Insurance Company as defined in Section 3(a)(19) of the Act.
(d) [ ] Investment Company registered under Section 8 of the Investment Company
Act.
(e) [ ] Investment Adviser registered under Section 203 of the Investment
Advisers Act of 1940.
(f) [ ] Employee Benefit Plan, Pension Fund which is subject to the provisions
of the Employee Retirement Income Security Act of 1974 or endowment Fund [see
Section 240.13d-1(b)(1)(ii)(F)].
(g) [X] Parent Holding Company, in accordance with Section 240.13d-1(b)(ii)(G).
(h) [ ] Group, in accordance with Section 240.13d-1(ii)(H).
Item 4. OWNERSHIP:
(a) Amount Beneficially Owned: 280,881 Units
(b) Percent of Class: CBC & CB: 8.460%
Based on 3,320,295 outstanding
units of beneficial interest.
(c) Number of shares as to which such person has:
(i) Sole power to vote or to direct the vote:
None
(ii) Shared power to vote or to direct the vote:
CBC and CB 280,881
(iii) Sole power to dispose or to direct the disposition of:
None
(iv) Shared power to dispose or to direct the disposition of:
CBC and CB 280,881
Item 5. OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
Not applicable
Page 4 of 5
</TABLE>
<PAGE> 10
AEROSPACE CREDITORS LIQUIDATING TRUST -- 12/31/93
<TABLE>
<S> <C>
Item 6. OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON:
Chemical Bank as the successor by merger with Manufacturers Hanover Trust Company
was at the time of the filing of the petition in bankruptcy of LTV Aerospace and
Defense Company a creditor in the principal amount of $21 million. In partial
satisfaction of this obligation, Chemical Bank received the securities which are
the subject of this filing for debt previously contracted under the plan of
Reorganization of LTV Aerospace and Defense Company.
Item 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH HOLDS THE SECURITY
BEING REPORTED ON BY THE PARENT HOLDING COMPANY:
This notice is filed by CHEMICAL BANKING CORPORATION, and on behalf of its wholly owned
subsidiary, Chemical Bank.
Item 8. IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THIS GROUP:
Not applicable.
Item 9. NOTICE OF DISSOLUTION OF GROUP:
Not applicable.
Item 10. CERTIFICATION:
By signing below, I certify that, to the best of my knowledge and belief, the securities
referred to above were acquired in the ordinary course of business and were not acquired
for the purpose of and did not have the effect of changing or influencing the control of
the issuer of such securities and were not acquired in connection with or as a participant
in any transaction having such purpose or effect.
</TABLE>
SIGNATURE: After reasonable inquiry and to the best of my knowledge and
belief, I certify taht the information set forth in this statement
is true, complete and correct.
Dated: February 11, 1994
<TABLE>
<S> <C>
CHEMICAL BANK CHEMICAL BANKING CORPORATION
- --------------------------------------------- ---------------------------------------------
Brian D. Rutledge John B. Wynne
Vice President Corporate Secretary
</TABLE>
Page 5 of 5
