<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________
FORM 10-K
Annual report Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
For the Fiscal year ended December 31, 1998
GOVERNMENT SECURITIES TRUST J-1
(Exact name of Registrant as specified
in its governing instrument)
State or other jurisdiction of incorporation:
New York
Commission File Number:
0-17365
IRS Employer Identification No.:
13-6947810
c/o The Chase Manhattan Bank
Corporate Trustee Administration
450 West 33rd Street
New York, New York 10001
(212) 946-8608
_________________________
(Address, including zip code, and telephone number of principal
executive offices )
Securities Registered Pursuant to Section 12(g) of the Act :
Zero Coupon Certificates, Class J-1
( Title of Class )
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports ) , and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
<PAGE>
DOCUMENTS INCLUDED AS EXHIBITS
Semiannual Report as of May 15, 1998 Exhibit B
Semiannual Report as of November 16, 1998 Exhibit C
Annual Report as of December 31, 1998 Exhibit D
<PAGE>
Part I
Item 1. Business
Not Applicable .
Item 2. Properties .
See list of assets set forth in Exhibit A.
Item 3. Legal Proceedings.
None
Item 4. Submission of Matters to a Vote of Security Holders.
None
PART II
Item 5. Market for Registrant's Common Equity and Related
Stockholder Matters .
(a) Market Information .
Certificates are not traded on any market or exchange.
(b) Holders .
The number of registered holders for Zero Coupon
Certificates, Class J-1 on December 31, 1998 was 59.
(c) Dividends .
$13,649,000.00 distributed to holders for Zero Coupon
Certificates, Class J-1 on May 15, 1998.
$13,266,000.00 distributed to holders for Zero Coupon
Certificates, Class J-1 on November 16, 1998.
Item 6. Selected Financial Data
Not Applicable.
<PAGE>
Item 7. Management's Discussion and Analysis of Financial
Condition and Results of Operations .
Not Applicable.
Item 8. Financial Statements and Supplementary Data.
Not Applicable .
Item 9. Changes in and Disagreements with Accountants on Accounting
and Financial Disclosure.
Not Applicable.
PART III
Item 10. Directors and Executive Officers of the Registrant.
Not Applicable.
Item 11. Executive Compensation .
Not Applicable.
Item 12 . Security Ownership of Certain Beneficial Owners and
Management
(a) Security ownership of certain beneficial owners.
______________________________________________________________________________
(1) Title of (2) Name and (3) Amount and (4) Percent
Class address nature of of class
of benefi- Beneficial
cial owner ownership
______________________________________________________________________________
Current Coupon Cede & Co. $134,174,000 93.80%
Certificates, P.O. Box 20
Class J-1 Bowling Green Station
New York, NY 10004
Safe & Co. $ 8,241,000 5.76%
P.O. Box 1101
Baltimore, MD 21203
______________________________________________________________________________
(b) Security ownership of management
Not Applicable.
<PAGE>
(c) Changes in control.
Not Applicable.
Item 13. Certain Relationships and Related Transactions.
(a) Transactions with management and others.
Not Applicable.
(b) Certain business relationships.
Not Applicable .
(c) Indebtedness of management .
Not Applicable .
(d) Transactions with promoters.
Not Applicable .
PART IV
Item 14. Exhibits, Financial Schedules, Reports on Form 8-K.
(a) The following is a list of documents filed as part
of this report :
Exhibit Document
A List of Assets held
by Trust on
December 31, 1998
B Semiannual Report
as of May 15, 1998
C Semiannual Report as
of November 16, 1998
D Annual Report as of
December 31, 1998
(b) Not applicable
(c) Not applicable
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be
signed on its behalf by the undersigned, thereunto duly authorized.
Government Securities Trust J-1
(Registrant)
By : ______Dennis Kildea____________________
Assistant Vice President
Date : March 31, 1999
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the report has been signed below by the following
persons on behalf of the registrant and in the capacities and on the dates
indicated.
By : ______ Andrew Taylor_______________
Vice President
Date : March 31, 1999
By : ______Dennis Kildea____________
Assistant Vice President
Date : March 31, 1999
<PAGE>
Exhibit A
THE HASHEMITE KINGDOM OF JORDAN
GOVERNMENT SECURITIES TRUST J-1
U. S. Government Securities
Maturity Par Amount Coupon
May 15, 1999 1,289,000 0.0000
November 15, 1999 1,251,000 0.0000
May 15, 2000 1,587,000 0.0000
November 15, 2000 1,580,000 0.0000
May 15, 2001 1,108,000 0.0000
November 15, 2001 1,070,000 0.0000
May 15, 2002 1,031,000 0.0000
November 15, 2002 992,000 0.0000
May 15, 2003 952,000 0.0000
November 15, 2003 3,451,000 0.0000
The Hashemite Kingdom of Jordan J-1 Note
Principal Amount Rate of
Outstanding Interest Due Date
$100,012,710.90 9.475% November 15, 2018
<PAGE>
Exhibit B
THE CHASE MANHATTAN BANK
450 West 33rd Street
New York , New York 10001
Trustee's Semiannual Report
To the Holders of
Government Securities Trust J-1 Zero Coupon Certificates
( Jordanian FMS Refinancing )
and
Defense Security Assistance Agency
The Pentagon
Washington , DC 20301-2800
Attention of the Comptroller, DSAA
i. On May 15, 1998, the Certificate Payment Date, the aggregate amount
distributed to the Holders was $13,649,000.00. The portion thereof allocable
to payments on the Guarantee was $12,284,000.00 and to payments from
the Securities Trust was $1,365,000.00.
ii. The aggregate Initial Amount of the Certificates issued by such Trust and
remaining outstanding after such distribution is $156,304,000.00.
iii. The unpaid principal amount of the Related Note(s) following such
distribution is $ 100,012,710.90.
iv. The sum of the amount referred to in (i) above, plus the amount paid to
the Trustee in respect of the Trustee's fees and expenses was not less than
the sum of ninety percent (90%) of the amount required to have been paid by
the Borrower on the Related Note(s) on the immediately preceding Note Payment
Date plus the payment received by the Trustee from the related Securities
Trust on the Certificate Payment Date.
Payment Default had occurred as to the Hashemite Kingdom of Jordan Note, but
said Payment Default has, as to Holders, been cured after payment by the
Defense Security Assistance Agency of a demand under the Guarantees in the
amount of $12,289,275.00 in respect of the Note Payment Date next preceding
the Certificate Payment Date.
To the best of my knowledge and belief, this Semiannual Report is complete
and accurate.
By: __________________
Dennis Kildea
Assistant Vice President
Report dated as of May 15, 1998
(Tax ID No. 13-6947810)
<PAGE>
Exhibit C
THE CHASE MANHATTAN BANK
450 West 33rd Street
New York , New York 10001
Trustee's Semiannual Report
To the Holders of:
Government Securities Trust J-1 Zero Coupon Certificates
( Jordanian FMS Refinancing )
and
Defense Security Assistance Agency
The Pentagon
Washington , DC 20301-2800
Attention of the Comptroller, DSAA
i. On November 16, 1998, the Certificate Payment Date, the aggregate amount
distributed to the Holders was $13,266,000.00. The portions thereof allocable
to payments on the Guarantee was $11,938,000.00 and to payments from
the Securities Trust was $1,328,000.00.
ii. The aggregate Initial Amount of the Certificates issued by such Trust
and remaining outstanding after such distribution is $143,038,000.00.
iii. The unpaid principal amount of the Related Note following such
distribution is $100,012,710.90.
iv. The sum of the amount referred to in (i) above, plus the amount paid to
the Trustee in respect of the Trustee's fees and expenses was not less than
the sum of ninety percent (90%) of the amount required to have been paid by
the Borrower on the Related Note(s) on the immediately preceding Note Payment
Date plus the payment received by the Trustee from the related Securities
Trust in respect of such Certificate Payment Date.
Payment Default had occurred as to the Hashemite Kingdom of Jordan Note,
but said Payment Default has, as to Holders, been cured after payment by the
Defense Security Assistance Agency of a demand under the Guarantee in the
amount of $11,947,050.00 in respect of the Note Payment Date next preceding
the Certificate Payment Date.
To the best of my knowledge and belief, this Semiannual Report is complete
and accurate.
All capitalized terms used herein have the meanings assigned to them in the
Declaration of Trust dated as of December 15, 1988.
By: __________________
Dennis Kildea
Trust Officer
Report dated as of November 16, 1998
(Tax ID No. 13-6947810)
<PAGE>
Exhibit D
THE CHASE MANHATTAN BANK
450 West 33rd Street
New York, New York 10001
Trustee's Annual Report
To the holders of:
- - Government Securities Trust J-1 Zero Coupon Certificates, Class J-1
(The Hashemite Kingdom of Jordan FMS Refinancing)
- - Defense Security Assistance Agency
The Pentagon
Washington, D.C. 20301-2800
Attention of the Comptroller , DSAA
i. During the year ending December 31, 1998, $26,915,000.00 aggregate
amount was distributed to the holders of the Zero Coupon Certificates
and this amount is allocable as follows:
a. 90% from the proceeds of demands made on the guarantees;
b. 10% from the proceeds of maturities of United States Treasury Strips
due May 15, 1998 and November 16, 1998.
ii. The aggregate Initial Amount of the Certificates issued by such Trust
and remaining outstanding after such distribution is $143,038,000.00.
iii. The unpaid principal amount of the Hashemite Kingdom of Jordan
Promissory Note following the May 15, 1998 and November 16, 1998
distributions is $100,012,710.90.
iv. The sum of the amount referred to in (i), above, plus the amount paid
to the Trustee in respect of the Trustee's fees and expenses was not less
than the sum of ninety percent (90%) of the amount required to have been paid
by the Borrower on the Related Note(s) on the immediately preceding Note
Payment Dates plus the payment received by the Trustee from the Related
Securities Trust in respect of such Certificate Payment Dates.
Please be advised that no Payment Default has occurred and is continuing with
respect to the May 15, 1998 and November 16, 1998 Certificate Payment Dates.
There was a payment under the Guarantees in the amount of $12,289,275.00
with respect to the May 1, 1998 Note Payment Date next preceding the May 15,
1998 Certificate Payment Date and $11,947,050.00 with respect to the
November 2, 1998 Note Payment Date next preceding the November 16, 1998
Certificate Payment Date.
To the best of my knowledge and belief, this Annual Report is complete
and accurate. All capitalized terms used herein have the meanings assigned
to them in the Declaration of Trust dated as of December 15, 1988.
By ___________________________
Dennis Kildea
Assistant Vice President
Report dated as of December 31, 1998
Tax I.D. No. 13-6947810
<PAGE>
REPORT OF INDEPENDENT AUDITORS
The Chase Manhattan Bank, Trustee
Government Securities Trust J-1
We have audited the accompanying Distribution Report of Government
Securities Trust J-1 as of December 31, 1998 and for the year then ended.
This schedule is the responsibility of the Trustee. Our responsibility is
to express an opinion on this schedule based on our audit.
We conducted our audit in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the Distribution Report is free of
material misstatement. An audit includes examining, on a test basis,
evidence supporting the amounts and disclosures in the Distribution Report.
An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
schedule presentation. We believe that our audit provides a reasonable
basis for our opinion.
In our opinion, the Distribution Report referred to above presents fairly,
in all material respects, amounts distributed to certificate holders and the
aggregate amount of all future principal payments on the promissory notes
of Government Securities Trust J-1 at December 31, 1998 and for the year
then ended, in conformity with generally accepted accounting principles.
Ernst & Young LLP
March 3, 1999
<PAGE>
DISTRIBUTION REPORT
GOVERNMENT SECURITIES TRUST J-1
As of and for the Year Ended December 31, 1998
I. During the year ended December 31, 1998, $26,915,000.00 was
distributed to the Holders of the Zero Coupon Certificates:
$13,649,000.00 of such amount was paid on May 15, 1998 and is
allocable as follows:
1. 90% from the proceeds of a demand made on the Guaranty,
2. 10% from the proceeds of a maturitity of United States Treasury
Strip due May 15, 1998.
$13,266,000.00 of such amount was paid on November 16, 1998 and is
allocable as follows:
1. 90% from the proceeds of a demand made on the Guaranty,
2. 10% from the proceeds of a maturity of United States Treasury
Strip due November 16, 1998.
II. The aggregate amount of all future principal payments on the Notes
subsequent to December 31, 1998 is $100,012,710.90.
See notes to distribution report.
<PAGE>
NOTES TO DISTRIBUTION REPORT
GOVERNMENT SECURITIES TRUST J-1
December 31, 1998
NOTE A--ORGANIZATION AND OPERATION
Government Securities Trust J-1 (the Trust) was formed in December 1988 by
The Chase Manhattan Bank (Successor to Chemical Bank), as Trustee, to issue
Certificates (see Note B), the proceeds of which were used to loan funds
evidenced by Notes (see Note C) from the Kingdom of Jordan (Borrower) and to
purchase a beneficial interest in a government securities trust (Securities
Trust), for which The Chase Manhattan Bank also acts as Trustee. The Trust
was created for the limited purpose of conducting transactions relating to
the Certificates, the Note and the Securities Trust. All capitalized terms
used in the Distribution Report are as defined in the Declaration of Trust
dated as of December 15, 1988.
NOTE B--ZERO COUPON CERTIFICATES
The Trust issued Zero Coupon Certificates (the Certificates) with an aggregate
maturity amount of $423,054,000. Each Certificate represents an interest
in specific payments of principal and/or interest on the assets of the Trust.
The Holder of each of the Certificates is entitled to receive a single payment
on the date indicated in such Certificate. The Trust is required to
distribute to the Certificate holders all funds held by the Trust, which
would consist of an amount equal to 90% of the principal and interest
required to be paid by the Borrower on the Related Notes (see Note C), any
payments received with respect to the Guaranty (see Note C), and payments
from the related Securities Trust, less amounts paid to the Trustee for
periodic fees and expenses. The government securities held for the benefit
of the Trust consist of U.S. Treasury Strips and are calculated to provide
the Trust on or before each Certificate Payment Date with funds equal to at
least 10% of the principal and/or interest payment due on the related Notes
on the next preceding Note Payment Date. The payments to the Holders of
the Certificates in the next five years are as follows:
Maturity Date Aggregate Maturity
of Series Amount of Series
May 15, 1999 12,883,000
November 15, 1999 12,501,000
May 15, 2000 15,869,000
November 15, 2000 15,788,000
May 15, 2001 11,081,000
November 15, 2001 10,691,000
May 15, 2002 10,300,000
November 15, 2002 9,910,000
May 15, 2003 9,519,000
November 15, 2003 34,496,000
__________
Total $ 143,038,000
<PAGE>
NOTES TO DISTRIBUTION REPORT--Continued
GOVERNMENT SECURITIES TRUST J-1
NOTE C--PROMISSORY NOTES
The first note, in the original principal amount of $122,463,507, with an
interest rate of 9.22325%, has been paid down completely from proceeds of
a demand made on the Guaranty.
On the second note, in the amount of $100,012,711 at a stated interest rate
of 9.475%, payments of interest are made in installments for each of the
next five years as follows:
Payment Date Amount
May 1999 12,888,750
November 1999 12,509,775
May 2000 15,874,750
November 2000 15,796,775
May 2001 11,086,750
November 2001 10,699,775
May 2002 10,305,750
November 2002 9,918,775
May 2003 9,524,750
November 2003 34,504,775
_________
Total $ 143,110,625
Although this note has a stated maturity date of November 2018, the Trust
has purchased only the rights to the payments due on such note through
November 2003. If all payments have been made on this note through that
date, the Trust will return the Note to the Borrower with no further
payments of interest or principal required.
The Borrower is required to remit to the Trust 100% of the amounts of
principal and interest due on the Note. However, to the extent that these
payments from the Borrower and payments from the related Securities Trust,
less the amounts paid to the Trustee for periodic fees and expenses, exceed
the required Certificate Payment, the excess funds will be returned to the
Borrower semi-annually. When a draw is made on the Guaranty, any excess
funds are returned to the Defense Security Assistance Agency of the
Department of Defense.
The United States of America, acting through the Defense Security Assistance
Agency of the Department of Defense, has guaranteed the punctual payment
of 90% of all principal and interest due on the Notes. During the year
ended December 31, 1998, payments totaling $24,236,325 were made by the
Defense Security Assistance Agency under the Guaranty.
