CHASE MANHATTAN BANK N A
8-K, 1996-08-02
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<PAGE>   1
                       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: August 2, 1996


                            THE CHASE MANHATTAN BANK
             -------------------------------------------------------
                  (Originator of the Trust referred to herein)
             (Exact name of registrant as specified in its charter)

                      CHASE MANHATTAN GRANTOR TRUST 1995-B
                      -------------------------------------
                      (Issuer with respect to Certificates)


         DELAWARE             33-98308                 13-2633612
        ---------------     -----------------       ------------------
        (State or other      (Commission             (IRS Employer
        jurisdiction of      File Number)           Identification No.)
        incorporation)

      270 Park Avenue, New York, New York             10017
      -------------------------------------------     ----------
      (Address of principal executive offices)        (Zip code)


                                 (212) 270-6000
               ---------------------------------------------------
              (Registrant's telephone number, including area code)
<PAGE>   2
Item 5. Other Events

     On 07/15/1996, Chase Manhattan Grantor Trust 1995-B (the "Trust") made the
distribution to Certificateholders contemplated by the Pooling and Servicing
Agreement, dated as of November 1, 1995, (the "Pooling & Servicing Agreement"),
between the Registrant, as Seller and Servicer, and Norwest Bank Minnesota,
National Association, as Trustee. A copy of the Certificateholder Report for
such Distribution Date delivered pursuant to section 5.7 of the Pooling and
Servicing Agreement is being filed as an exhibit to this Current Report on Form
8-K.

     Effective July 12, 1996, The Chase Manhattan Bank (National Association)
(the "Bank") transferred to Chase Manhattan Automotive Finance Corporation
("CMAFC") substantially all of its automotive lending business, including all
outstanding auto loans that were not previously transferred to a securitization
trust. In connection with such transfer, the Bank also assigned to CMAFC (i) all
of its rights, privileges and interests as Seller under the several Pooling and
Servicing Agreements (the "Pooling Agreements") establishing Chase Manhattan
Grantor Trust 1993-A (the "1993-A Pooling Agreement"), Chase Manhattan Grantor
Trust 1995-A, Chase Manhattan Grantor Trust 1995-B and Chase Manhattan Grantor
Trust 1996-A (collectively referred to herein as the "Grantor Trusts"); (ii) its
rights, as Servicer, under Section 21.02 of the 1993-A Pooling Agreement and
Section 12.2 of each of the other Pooling Agreements, to repurchase the corpus
of the applicable trust established by such Pooling Agreement; (iii) its
obligation, as Servicer, to repurchase Receivables (as defined in each of the
Pooling Agreements) in certain circumstances; and (iv) its rights, obligations
and duties, as Seller, under the related underwriting agreements and credit
support agreements, together, in each, case, with all of the liabilities and
obligations of the Bank as Seller thereunder, including its repurchase
obligations with respect to any breach of a representation or warranty
thereunder.


Item 7(c).  Exhibits.

            Exhibit No.                      Description
            -----------                      -----------

            20.1             Certificateholders Report for the month of June
                             1996.

            20.2             Assignment and Assumption, dated as of July 12,
                             1996, between The Chase Manhattan Bank, N.A. and
                             The Chase Manhattan Bank USA, N.A.
<PAGE>   3
                                   SIGNATURES


      Pursuant to the requirements of the Securities Exchange Act of 1934, the
Bank has caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.




                                                THE CHASE MANHATTAN BANK


                                                By: /s/ William J. Schiralli
                                                    ------------------------
                                                Name:  William J. Schiralli
                                                Title: Vice President




Date:  August 2, 1996
<PAGE>   4
                                INDEX TO EXHIBITS




Exhibit                  Description                                 Page
- -------                  -----------                                 ----

20.1          Certificateholder Report dated                         5
              07/15/1996 delivered pursuant
              to Section 5.7 of the Pooling
              and Servicing Agreement as
              of November 1, 1995.

20.2          Assignment and Assumption, dated                       6
              as of July 12, 1996, between
              The Chase Manhattan Bank, N.A.
              and The Chase Manhattan Bank
              USA, N.A.

<PAGE>   1
                                                                    Exhibit 20.1

Chase Manhattan Grantor Trust 1995-B

From:  The Chase Manhattan Bank

To:   Norwest Bank Minnesota, N.A.

                       MONTHLY CERTIFICATEHOLDER'S REPORT


Due Period 8 Beginning Date                      06/01/1996
Due Period 8 End Date                            06/30/1996
Determination Date                               07/10/1996
Remittance Date                                  07/15/1996

<TABLE>
<S>                                                         <C>
I.    Monthly Principal and Principal Carryover Shortfall to
      Certificateholders
      (Per $1000 of Original Principal Amount)                 $ 30.6311317923

II.   Monthly Interest and Unpaid Interest to 
      Certificateholders 
      (Per $1000 of Original Principal Amount)                  $ 3.7738831187

III.  Monthly Expenses Summary

      A. Servicing Fee Disbursement                               $ 956,879.69
      B. Cash Collateral Account Expense                                $ 0.00
      C. Total Expenses paid
         (per $1000 of Original Principal Amount)               $ 0.6396412078

IV.   Cash Collateral Account Deposit Amount                            $ 0.00

V.    Outstanding Advance Summary

      A. From Prior Period                                      $ 3,617,113.51
      B. From Current Period                                    $ 3,874,679.84
      C. Change in Amount Between Periods (Lines B - A)           $ 257,566.33

VI.   Pool Factor Information

      A. Certificate Principal Balance                      $ 1,102,432,580.48
      B. Initial Certificate Balance                        $ 1,495,963,171.74
      C. Pool Factor (Lines A / B)                              0.736938315933

VII.  Available Cash Collateral Account Information for 
      Due Period

      A. Available Cash Collateral Amount                      $ 57,412,781.28
      B. Available Cash Collateral Amount Percentage            5.000000000218%

VIII. Required Cash Collateral Amount

      A. For the Current Collection Period                     $ 57,412,781.28
      B. For the Next Collection Period                        $ 55,121,629.02
</TABLE>

<PAGE>   1
                                                                    Exhibit 20.2

                            ASSIGNMENT AND ASSUMPTION


         KNOW ALL MEN BY THESE PRESENTS that The Chase Manhattan Bank, N.A.
(CMBNA), for good and valuable consideration, does hereby transfer, assign and
convey to Chase Manhattan Bank USA, National Association (CMBUSA) (i) all the
rights, privileges and interests of CMBNA as Seller under the several Pooling
and Servicing Agreements (the "Pooling Agreements") establishing Chase Manhattan
Grantor Trust 1993-A (the "1993-A Pooling Agreement"), Chase Manhattan Grantor
Trust 1995-A, Chase Manhattan Grantor Trust 1995-B and Chase Manhattan Grantor
Trust 1996-A (collectively referred to herein as the "Grantor Trusts"); (ii) the
rights of CMBNA, as Servicer, under Section 21.02 of the 1993-A Pooling
Agreement and Section 12.2 of each of the other Pooling Agreements, to
repurchase the corpus of the applicable trust established by such Pooling
Agreement; (iii) the obligation of CMBNA, as Servicer, to repurchase Receivables
(as defined in each of the Pooling Agreements) in certain circumstances; and
(iv) the rights, obligations and duties of CMBNA, as Seller, under the related
underwriting agreements and credit support agreements listed in Schedule I
hereto, together, in each, case, with all of the liabilities and obligations of
CMBNA as Seller thereunder, including, without limitation, the repurchase
obligations with respect to any breach of a representation or warranty
thereunder.

         This Assignment and Assumption shall be effective as of July 12, 1996
(the "Effective Date":). CMBUSA assumes and agrees to pay, perform and discharge
all of the obligations of CMBNA as Seller under the Pooling Agreements which
arise prior to and on and after the Effective Date.

         CMBUSA and CMBNA agree that each shall, from time to time, make,
execute and deliver such further assignments, assumptions, drafts, checks and
other instruments, consents and assurances as either CMBUSA or CMBNA may
reasonably request for the effectual consummation of this Assignment and
Assumption and transactions contemplated hereunder.

         IN WITNESS WHEREOF, CMBUSA and CMBNA have executed this Assignment and
Assumption.

                                             CHASE MANHATTAN BANK USA,
                                             NATIONAL ASSOCIATION

                                             By:  /s/ Frank Vella, Jr.
                                                  --------------------
                                             Name:  Frank Vella, Jr.
                                             Title: Vice President
                                             Dated: July 15, 1996

                                             THE CHASE MANHATTAN BANK, N.A.

                                             By:     /s/ James B. Brew
                                                     -----------------
                                             Name:   James B. Brew
                                             Title:  Senior Vice President
                                             Dated:  July 15, 1996


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