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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Schedule 13G
Under the Securities Exchange Act of 1934
(Amendment No. 8)
U.S. Trust Corporation
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(Name of Issuer)
Common
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(Title of Class of Securities)
91288L 10 5 (New)
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(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 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 following pages(s))
Page 1 of 5 Pages
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CUSIP No. 912 88L 10 5 (New) 13G Page 2 of 5
NAME OF REPORTING PERSON
1 S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
U.S. Trust Company of New York (see *, Item 2) 13-5459866
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
2
N/A (a) [ ]
* - Employees' Profit-Sharing Plan of
United States Trust Company of New York
and Affiliated Companies (b) [ ]
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SEC USE ONLY
3
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CITIZENSHIP OR PLACE OF ORGANIZATION
4
New York
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SOLE VOTING POWER
5 520,508
(unallocated Plan Shares)
NUMBER OF
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SHARES SHARED VOTING POWER
BENEFICIALLY 6 3,229,347
OWNED BY (allocated to Plan Participants)
EACH
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REPORTING SOLE DISPOSITIVE POWER
PERSON 7
WITH See 5
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SHARED DISPOSITIVE POWER
8
See 6
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
9 See 5/6
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
10 See 5/6
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
11 Sole: 2.72
Shared: 16.88
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TYPE OF REPORTING PERSON
12
HC/EP
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Issuer
U.S. Trust Corporation
Item 1 (b) Address of Issuer's Principal Executive Office
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114 W. 47 St.
NY, NY 10036
Item 2 (a) Name of Person Filing:
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U.S. Trust Company of New York, for the Profit
Sharing Plan of its Employees and Affiliated
Companies.
Item 2 (b) Address or Principal Place of Business:
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114 West 47th Street
New York, NY 10036
Item 2 (c) Citizenship:
NY
Item 2 (d) Title of Class of Securities:
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Common
Item 2 (e) CUSIP Number:
91288L 10 5 (New)
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) Not applicable
(b)(X) United States Trust Company of New York, a
bank as defined in Section 3(a)(6) of Act.
(c) Not applicable
(d) Not applicable
(e) Not applicable
(f) The Plan is a Pension Fund, which is subject
to the provisions of the Employees' Retirement
Income Security Act of 1974.
(g)(X) U.S. Trust Corporation is a parent holding
company, in accordance with section
240.13d-1 (b)(1)(ii)(G).
(h) Not applicable
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Item 4 (a) Amount Beneficially Owned:
Sole: 520,508
Shared: 3,229,347
(b) Percent of Class:
Sole: 2.72
Shared: 16.88
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote
See 4 (unallocated Plan Shares)
(ii) shared power to vote or to direct the vote
See 4 (allocated to Plan Participants)
(iii) sole power to dispose or to direct the
disposition of
See 4 (unallocated Plan Shares)
(iv) shared power to dispose or to direct the
disposition of
See 4 (allocated to Plan Participants)
Item 5 Ownership of Five Percent or Less of a Class
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N/A
Item 6 Ownership of More than Five Percent on Behalf of
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Another Person.
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The Plan holds the stock in behalf of the Employees, who
are the Participants in the Plan. Subject to the pledge
of a portion of these securities, and the earnings
thereon, made to secure the loan by the Plan to finance
the purchase of the stock, the Plan Participants have
the right to receive the dividends on, and the proceeds
from the sale of, the shares of stock allocated to their
respective participation-accounts, in the manner, and at
the time, specified in the Plan. No one Plan Participant
has been allocated more than 5% of the Issuer's
outstanding shares.
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Item 7 Identification and Classification of the Subsidiary
which Acquired the Security Being Reported on by the
Parent Holding Company.
See Items 1 and 12 of Page 2 and Item 3 herein.
Item 8 Identification and Classification of the Members of
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the Group.
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Not applicable
Item 9 Notice of Dissolution of Group.
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Not applicable
Item 10 Certification. By signing below we certify that, to
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the best of our 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 do 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.
Signature. After reasonable inquiry and to the best
of our knowledge and belief, we certify that the
information set forth in this statement is true,
complete and correct.
Date: February 6, 1998
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UNITED STATES TRUST COMPANY OF NEW YORK, as Trustee of
Profit-Sharing Plan for its Employees and Affiliated
Companies
By: /s/ Joseph A. Tricarico
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Name: Joseph A. Tricarico
Title: Vice President and Trust Counsel
U.S. TRUST CORPORATION, parent Bank-
Holding Company and Employer-Sponsor Employees'
Profit-Sharing Plan
By: /s/ Joseph A. Tricarico
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Joseph A. Tricarico
Authorized Agent
