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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): August 5, 1998
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Chase Manhattan Acceptance Corporation
(formerly Chemical Acceptance Corporation)
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(Exact name of registrant specified in Charter)
Delaware 33-68724 13-3456395
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(State or other (Commission (IRS Employee
jurisdiction of File Number) Identification No.)
incorporation)
270 Park Avenue, New York, New York 10017
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(Address of principal executive offices) Zip Code
Registrant's telephone, including area code: 212-270-6000
Chemical Acceptance Corporation
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(Former name and former address, if changed since last report)
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ITEM 5. Other Events
Name Change
Exhibit 99 which attaches a Certificate of Amendment of The
Certificate of Incorporation of Chemical Acceptance Corporation, changing the
name of Chemical Acceptance Corporation to "Chase Manhattan Acceptance
Corporation" is attached hereto.
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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.
August 18, 1998
CHASE MANHATTAN ACCEPTANCE CORPORATION
By: /s/ Michael J. Malter
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Name: Michael J. Malter
Title: Executive Vice President
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INDEX TO EXHIBITS
Exhibit No. Description
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99 Certificate of Amendment of Certificate of
Incorporation of Chemical Acceptance
Corporation, changing the name of the
Corporation to "Chase Manhattan Acceptance
Corporation"
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State of Delaware
Office of the Secretary of State
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I, EDWARD J. FREEL, SECRETARY OF STATE OF THE STATE OF DELAWARE, DO HEREBY
CERTIFY THE ATTACHED IS A TRUE AND CORRECT COPY OF THE CERTIFICATE OF
AMENDMENT OF "CHEMICAL ACCEPTANCE CORPORATION", CHANGING ITS NAME FROM "CHEMICAL
ACCEPTANCE CORPORATION" TO "CHASE MANHATTAN ACCEPTANCE CORPORATION", FILED IN
THIS OFFICE ON THE FIFTH DAY OF AUGUST, A.D. 1998, AT 4:30 O'CLOCK P.M.
A FILED COPY OF THIS CERTIFICATE HAS BEEN FORWARDED TO THE NEW CASTLE
COUNTY RECORDER OF DEEDS.
/s/ Edward J. Freel
[SEAL OMITTED] -----------------------------------
Edward J. Freel, Secretary of State
2153527 8100 AUTHENTICATION: 9237615
981306897 DATE: 08-06-98
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CERTIFICATE OF AMENDMENT
OF
THE CERTIFICATE OF INCORPORATION
OF
CHEMICAL ACCEPTANCE CORPORATION
I, Michael P. Zarilli, the President of Chemical Acceptance Corporation
(the "Corporation"), a Corporation organized and existing under and by virtue
of the Delaware General Corporation Law, DOES HEREBY CERTIFY:
FIRST, that the Board of Directors of the Corporation by the unanimous
written consent of its members duly adopted resolutions, which were filed with
the Minutes of said Board of Directors, setting forth a proposed amendment to
the Certificate of Incorporation of the Corporation, declaring such amendment
to be advisable and requiring the authorization of such amendment by the sole
shareholder of the Corporation. The resolution setting forth the proposed
amendment is as follows:
RESOLVED, that the Certificate of Incorporation of Chemical
Acceptance Corporation, be amended by changing the Article
First thereto so that, as amended, said Article shall be and
read as follows:
"The name of the Corporation is: Chase Manhattan Acceptance
Corporation"
SECOND, that thereafter, by means of a written consent in lieu of a
meeting and vote of the sole shareholder, pursuant to a resolution of the
Board of Directors of the Corporation, the sole shareholder has given written
consent to said amendment in accordance with the provisions of Section 228 of
the Delaware General Corporation Law.
THIRD, that the aforesaid amendment was duly adopted in accordance with
the applicable provisions of Section 242 of the Delaware General Corporation
Law.
IN WITNESS WHEREOF, Michael P. Zarilli, President, has signed this
certificate, as attested by Martin R. Joyce, Assistant Secretary this 4th day
of August, 1998.
CHEMICAL ACCEPTANCE CORPORATION
ATTEST:
BY: /s/ Martin R. Joyce /s/ Michael P. Zarilli
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Martin. R. Joyce, Michael P. Zarilli, President
Asst. Secretary