SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-C
Report by Issuer of Securities Quoted on NASDAQ
Interdealer Quotation System
Filed pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 and Rule 13a-176
or 15d-17 thereunder
U.S. Trust Corporation
(Exact name of issuer as specified in charter)
114 West 47th Street, New York, NY 10036-1532
(Address of principal executive offices)
Issuer's telephone number, including area code: (212) 852-1000
I. CHANGE IN NUMBER OF SHARES OUTSTANDING
Indicate any change (increase or decrease of 5% or more) in
the number of shares outstanding:
1. Title of security: Common Shares
2. Number of shares outstanding before the change: 100
3. Number of shares outstanding after the change: 9,734,938
4. Effective date of change: September 1, 1995
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5. Method of change:
Specify method (such as merger, acquisition, exchange,
distribution, stock split, reverse split, acquisition of stock
for treasury, etc.):
Distribution
Give brief description of transaction:
In connection with the Agreement and Plan of Merger
dated November 18, 1994 (the "Merger Agreement"), between The
Chase Manhattan Corporation ("Chase") and U.S. Trust Corporation
("old U.S. Trust"), old U.S. Trust has consummated the sale of
its institutional custody, mutual funds servicing and unit trust
businesses (collectively, the "Chase Acquired Businesses") to
Chase for $363.5 million in Chase common stock.
Old U.S. Trust effected the sale of the Chase Acquired
Businesses in a two-step transaction. First, on September 1,
1995, old U.S. Trust distributed (the "Distribution") to its
shareholders of record on the close of business on September 1
all of the shares of its wholly owned subsidiary, New USTC
Holdings Corporation (thereafter renamed "U.S. Trust Corporation"
and referred to herein as "new U.S. Trust"), then holding all of
the assets and liabilities of old U.S. Trust's asset management,
private banking, special fiduciary and corporate trust businesses
(collectively, the "Core Businesses"). In the Distribution, old
U.S. Trust shareholders received shares in new U.S. Trust on a
share-for-share basis.
Second, on September 2, 1995, following the
Distribution, old U.S. Trust, then holding only the assets and
certain of the liabilities relating to Chase Acquired Businesses,
was merged with and into Chase.
II. CHANGE IN NAME OF ISSUER
1. Name prior to change: New USTC Holdings Corporation
2. Name after change: U.S. Trust Corporation
3. Effective date of charter amendment changing name: September 6, 1995
4. Date of shareholder approval of change, if required: August 29, 1995
Date: September 7, 1995 /s/ Richard E. Brinkmann
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Name: Richard E. Brinkmann
Title: Senior Vice President &
Comptroller
