<PAGE>
RULE NO. 424(b)(2)
REGISTRATION NO. 33-65301
PROSPECTUS SUPPLEMENT TO PROSPECTUS DATED MAY 31, 1996
$250,000,000
[LOGO] BANKERS TRUST NEW YORK CORPORATION
6 3/4% NOTES DUE OCTOBER 3, 2001
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Interest on the Offered Notes is payable by Bankers Trust New York
Corporation (the "Corporation") semi-annually on April 3 and October 3 of each
year, beginning April 3, 1997, and the Offered Notes will mature on October 3,
2001.
The Offered Notes may not be redeemed prior to their maturity and are not
subject to any sinking fund. See "Description of Debt Securities" in the
Prospectus accompanying this Prospectus Supplement.
The Offered Notes will be represented by Global Debt Securities registered
in the name of the nominee of The Depository Trust Company, New York, New York
("DTC"), which will act as the Depository. Interests in the Offered Notes
represented by Global Debt Securities will be shown on, and transfers thereof
will be effected only through, records maintained by the Depository and its
direct and indirect participants. Except as described herein, Offered Notes in
definitive form will not be issued. Settlement for the Offered Notes will be
made in immediately available funds. The Offered Notes will trade in the
Depository's Same-Day Funds Settlement System and secondary market trading
activity for the Offered Notes will therefore settle in immediately available
funds. All payments of principal and interest will be made by the Corporation
in immediately available funds or the equivalent. See "Certain Terms of the
Offered Notes--Same-Day Settlement and Payment."
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THE OFFERED NOTES ARE NOT DEPOSITS OR OTHER OBLIGATIONS OF A BANK AND ARE
NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER
GOVERNMENTAL AGENCY.
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THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION NOR HAS THE
SECURITIES AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS SUPPLEMENT OR
THE PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL
OFFENSE.
<TABLE>
<CAPTION>
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Underwriting
Price to Discounts and Proceeds to
Public(1) Commissions Corporation(1)(2)
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<S> <C> <C> <C>
Per Offered Note 99.540% .207% 99.333%
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Total $248,850,000 $517,500 $248,332,500
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</TABLE>
1. Plus accrued interest from October 3, 1996, if any.
2. Before deduction of expenses payable by the Corporation estimated at
$100,000.
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The Offered Notes offered by the Underwriter are subject to prior sale,
receipt and acceptance by the Underwriter and subject to the right of the
Underwriter to reject any order in whole or in part and to certain other
conditions. It is expected that delivery of the Offered Notes, in book entry
form, will be made through the facilities of DTC on or about October 3, 1996
against payment in immediately available funds.
UBS SECURITIES
September 30, 1996
<PAGE>
BANKERS TRUST NEW YORK CORPORATION
GENERAL
Bankers Trust New York Corporation (the "Corporation") is a bank holding
company, incorporated under the laws of the State of New York in 1965. At June
30, 1996, the Corporation had consolidated total assets of $114.6 billion. The
Corporation's principal banking subsidiary is Bankers Trust Company
("Bankers"). Bankers, founded in 1903, is among the largest commercial banks in
New York City and the United States, based on consolidated total assets. The
Corporation concentrates its financial and managerial resources on selected
markets and services its clients by meeting their needs for financing,
advisory, processing and sophisticated risk management solutions. The core
organizational units of the Corporation are Investment Banking, Risk Management
Products & Services, Trading & Sales, Investment Management, Client Processing
Services, Australia/New Zealand, Asia, Latin America and Corporate. Among the
institutional market segments served are corporations, banks, other financial
institutions, governments and agencies, retirement plans, not-for-profit
organizations, wealthy individuals, foundations and private companies. Bankers
originates loans and other forms of credit, accepts deposits, arranges
financings and provides numerous other commercial banking and financial
services. Bankers provides a broad range of financial advisory services to its
clients. It also engages in the proprietary trading of currencies, securities,
derivatives and commodities.
The Corporation is a legal entity separate and distinct from its
subsidiaries, including Bankers. There are various legal limitations governing
the extent to which certain of the Corporation's subsidiaries may extend
credit, pay dividends or otherwise supply funds to, or engage in transactions
with, the Corporation or certain of its other subsidiaries. The rights of the
Corporation to participate in any distribution of assets of any subsidiary upon
its dissolution, winding-up, liquidation or reorganization or otherwise are
subject to the prior claims of creditors of that subsidiary, except to the
extent that the Corporation may itself be a creditor of that subsidiary and its
claims are recognized. Claims on the Corporation's subsidiaries by creditors
other than the Corporation include long-term debt and substantial obligations
with respect to deposit liabilities, trading liabilities, federal funds
purchased, securities sold under repurchase agreements and commercial paper, as
well as short-term borrowings and accounts payable.
The Corporation's principal executive offices are located at 130 Liberty
Street, New York, New York 10006 and its telephone number is (212) 250-2500.
CONSOLIDATED RATIOS OF EARNINGS TO FIXED CHARGES
<TABLE>
<CAPTION>
SIX MONTHS
ENDED JUNE
YEAR ENDED DECEMBER 31, 30,
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1991 1992 1993 1994 1995 1996
---- ---- ---- ---- ---- ----------
<S> <C> <C> <C> <C> <C> <C>
Excluding Interest on Deposits....... 1.40 1.44 1.71 1.28 1.05 1.20
Including Interest on Deposits....... 1.22 1.28 1.48 1.21 1.03 1.15
</TABLE>
For purposes of computing these consolidated ratios, earnings represent
income before income taxes, cumulative effects of accounting changes and equity
in undistributed income of unconsolidated subsidiaries and affiliates, plus
fixed charges excluding capitalized interest. Fixed charges represent all
interest expense (ratios are presented both excluding and including interest on
deposits), the portion of net rental expense which is deemed representative of
the interest factor, the amortization of debt issuance expense and capitalized
interest.
CONSOLIDATED RESULTS OF OPERATIONS
The Corporation earned $151 million, or $1.67 primary earnings per share, in
the second quarter of 1996. The second quarter earnings improved from both the
first quarter 1996 results of $138 million, or $1.52 primary earnings per
share, and from the second quarter 1995 results of $91 million, or $.98 primary
earnings per share. Return on average common equity increased to 13% in the
second quarter of 1996.
Details with respect to the foregoing are set forth in the Corporation's
Quarterly Report on Form 10-Q for the quarter ended June 30, 1996, which is
incorporated herein by reference.
S-2
<PAGE>
SELECTED CONSOLIDATED FINANCIAL DATA AND OTHER INFORMATION
The following selected consolidated financial data at and for each of the
three years ended December 31, 1995, have been derived from and are qualified
in their entirety by the detailed financial information and consolidated
financial statements of the Corporation included in its Annual Report on Form
10-K for the year ended December 31, 1995 ("Form 10-K") which is incorporated
herein by reference.
The consolidated financial data at and for the six months ended June 30,
1995 and 1996 are unaudited but, in the opinion of management, all material
adjustments necessary for a fair presentation of the Corporation's results of
operations for such periods have been made. All such adjustments were of a
normal recurring nature. The results for the six months ended June 30, 1996,
are not necessarily indicative of the results for the full year or any other
interim period.
<TABLE>
<CAPTION>
AT OR FOR THE AT OR FOR THE
YEAR ENDED SIX MONTHS ENDED
DECEMBER 31, JUNE 30,
------------------------- ---------------------
1993 1994 1995 1995 1996
------- ------- ------- ------- -------
($ IN MILLIONS, EXCEPT PER SHARE DATA)
<S> <C> <C> <C> <C> <C>
Condensed Consolidated
Statement of Income:
Interest revenue........... $ 4,436 $ 5,030 $ 5,886 $ 2,873 $ 3,049
Interest expense........... 3,122 3,858 5,069 2,469 2,593
------- ------- ------- ------- -------
Net interest revenue....... 1,314 1,172 817 404 456
Provision for credit loss-
es........................ 93 25 31 14 5
------- ------- ------- ------- -------
Net interest revenue after
provision for credit
losses.................... 1,221 1,147 786 390 451
Noninterest revenue........ 3,364 2,473 2,423 929 1,548
Noninterest expenses....... 3,035 2,751 2,898 1,412 1,586
------- ------- ------- ------- -------
Income (loss) before in-
come taxes and cumulative
effects of accounting
changes................... 1,550 869 311 (93) 413
Income taxes (benefit)..... 480 254 96 (27) 124
------- ------- ------- ------- -------
Income (loss) before cumu-
lative effects of ac-
counting changes.......... 1,070 615 215 (66) 289
Cumulative effects of ac-
counting changes (1)...... (75) -- -- -- --
------- ------- ------- ------- -------
Net income (loss).......... $ 995 $ 615 $ 215 $ (66) $ 289
======= ======= ======= ======= =======
Net income (loss) applica-
ble to common stock....... $ 972 $ 587 $ 164 $ (86) $ 260
======= ======= ======= ======= =======
Per Common Share Data:
Primary earnings (loss)
per share
Income (loss) before cu-
mulative effects of ac-
counting changes......... $ 12.40 $ 7.17 $ 2.03 $ (1.10) $ 3.19
Net income (loss)......... 11.51 7.17 2.03 (1.10) 3.19
Fully diluted earnings
(loss) per share
Income (loss) before cu-
mulative effects of ac-
counting changes......... 12.29 7.17 2.02 (1.10) 3.17
Net income (loss)......... 11.41 7.17 2.02 (1.10) 3.17
Cash dividends declared.... 3.24 3.70 4.00 2.00 2.00
--as a percentage of net
income (2)............... 26% 52% 198% N/M 63%
Book value (3)............. $ 51.90 $ 53.67 $ 50.58 $ 49.80 $ 51.86
Profitability Ratios:
Return on average common
stockholders' equity (2).. 26.33% 13.48% 3.98% N/M 12.4%
Return on average total
assets (2)................ 1.25 .59 .20 N/M .50
Consolidated Balances, End
of Period:
Trading assets............. $48,276 $47,514 $47,893 $50,565 $43,775
Loans...................... 15,200 12,501 12,633 11,537 14,249
Total assets............... 92,082 97,016 104,002 102,937 114,601
Deposits................... 22,776 24,939 25,708 22,605 25,293
Securities sold under re-
purchase agreements....... 23,834 15,617 15,247 18,933 24,050
Other short-term
borrowings................ 18,992 18,222 15,761 14,010 15,755
Long-term debt............. 5,597 6,455 9,294 7,514 10,709
Common stockholders' equi-
ty........................ 4,284 4,309 4,119 4,026 4,301
Total stockholders' equi-
ty........................ 4,534 4,704 4,984 4,889 5,167
Consolidated Capital Ratios,
End of Period:
Common stockholders' eq-
uity to total assets...... 4.65% 4.44% 3.96% 3.9% 3.8%
Total stockholders' equity
to total assets........... 4.92 4.85 4.79 4.8 4.5
Risk-based capital ratios
(4)
Tier 1 Capital........... 8.50 9.05 8.51 8.6 8.3
Total Capital............ 14.46 14.77 13.90 13.9 13.5
Leverage Ratio............. 6.28 5.26 5.12 5.5 5.5
EMPLOYEES................... 13,571 14,529 14,069 13,787 14,278
</TABLE>
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(1) The Corporation adopted the accounting standards for postretirement
benefits other than pensions (SFAS 106) and postemployment benefits (SFAS
112) effective January 1, 1993.
(2) These figures exclude the cumulative effects of accounting changes
recorded in 1993.
(3) This calculation includes the effect of the vested portion of common
shares issuable under deferred stock awards.
(4) At December 31, 1995, December 31, 1994 and December 31, 1993, all three
regulatory capital ratios excluded any benefit from the adoption of SFAS
115.
N/M--Not meaningful
S-3
<PAGE>
CERTAIN TERMS OF THE OFFERED NOTES
GENERAL
The Corporation's 6 3/4% Notes due October 3, 2001 offered hereby (the
"Offered Notes") will be limited to $250,000,000 aggregate principal amount and
will mature on October 3, 2001. The Offered Notes may not be redeemed prior to
stated maturity and are not entitled to any sinking fund. The Offered Notes
will be issued pursuant to an Indenture, dated as of November 1, 1991, between
the Corporation and The Chase Manhattan Bank, as Trustee (the "Trustee"), as
supplemented by the First Supplemental Indenture thereto, dated as of September
1, 1993, between the Corporation and the Trustee (collectively, the
"Indenture"). The Offered Notes will bear interest at the rate of 6 3/4% per
annum from October 3, 1996, payable semi-annually on April 3 and October 3 in
each year, beginning on April 3, 1997, to the persons in whose names the
Offered Notes (or any predecessor Offered Notes) are registered at the close of
business on the fifteenth day next preceding such interest payment date.
The Offered Notes will be issued in fully registered form, in denominations
of $1,000 and integral multiples of $1,000 in excess thereof. The paying agent,
registrar and transfer agent for the Offered Notes will be the corporate trust
department of Bankers in The City of New York.
Reference should be made to the Prospectus for a description of other terms
of the Offered Notes and the information contained herein concerning the
Offered Notes is qualified by reference to the provisions of the Indenture,
including the definitions therein of certain terms. See "Description of Debt
Securities." Defined terms used but not defined in this Prospectus Supplement
have the meanings ascribed to them in the Prospectus.
BOOK-ENTRY SYSTEM
The Offered Notes will be issued in the form of one or more fully registered
Global Securities (collectively, the "Global Security"), which will be
deposited with, or on behalf of, The Depository Trust Company, New York, New
York ("DTC"), as depository for the Global Security (the "Depository"), and
registered in the name of DTC's nominee. Transfers or exchanges of beneficial
interests in the Global Security may be effected only through a participating
member of DTC. Under certain limited circumstances Offered Notes may be issued
in certificated form in exchange for the Global Security. See "Book-Entry
Securities" in the Prospectus accompanying this Prospectus Supplement. In the
event that Offered Notes are issued in certificated form, such Offered Notes
may be transferred or exchanged at the offices described in the second
following paragraph.
Payment of principal of, and interest on, Offered Notes registered in the
name of DTC or its nominee will be made to DTC or its nominee, as the case may
be, as the registered owner of the Global Security. None of the Corporation,
the Trustee, any Paying Agent or any other agent of the Corporation or the
Trustee will have any responsibility or liability for any aspect of the records
relating to or payments made on account of beneficial ownership interests in
the Global Security or for maintaining, supervising or reviewing any records
relating to such beneficial ownership interests.
In the event that Offered Notes are issued in certificated form, principal
and interest will be payable, the transfer of the Offered Notes will be
registrable and Offered Notes will be exchangeable for Offered Notes bearing
identical terms and provisions at the office of the agent of the Corporation in
The City of New York designated for such purpose, provided that payment of
interest may be made at the option of the Corporation by check mailed to the
address of the person entitled thereto.
S-4
<PAGE>
SAME-DAY SETTLEMENT AND PAYMENT
Settlement for the Offered Notes will be made by the Underwriter in
immediately available funds. All payments of principal and interest will be
made by the Corporation in immediately available funds or the equivalent, so
long as the Depository continues to make its Same-Day Funds Settlement System
available to the Corporation.
Secondary trading in long-term notes and debentures of corporate issuers is
generally settled in clearinghouse or next-day funds. In contrast, the Offered
Notes will trade in the Depository's Same-Day Funds Settlement System, and
secondary market trading activity in the Offered Notes will therefore be
required by the Depository to settle in immediately available funds. No
assurance can be given as to the effect, if any, of settlement in immediately
available funds on trading activity in the Offered Notes.
EXPERTS
The consolidated financial statements of the Corporation for the year ended
December 31, 1995, appearing in the Annual Report on Form 10-K for the year
ended December 31, 1995, and incorporated by reference in this Prospectus
Supplement, the accompanying Prospectus and the Registration Statement, have
been audited by Ernst & Young LLP, independent auditors, as set forth in their
report thereon included therein and incorporated herein by reference. Such
consolidated financial statements are incorporated herein by reference in
reliance upon such report given upon the authority of such firm as experts in
auditing and accounting.
VALIDITY OF OFFERED NOTES
The validity of the Offered Notes will be passed upon for the Corporation by
Gordon S. Calder, Jr., Esq., a Managing Director and Counsel of Bankers, and
for the Underwriter by White & Case, New York, New York. White & Case performs
services for the Corporation from time to time. Mr. Calder has an interest in a
number of shares equal to less than 0.02 percent of the Corporation's
outstanding common stock.
S-5
<PAGE>
UNDERWRITING
Under the terms and subject to the conditions contained in an Underwriting
Agreement dated September 30, 1996, the Corporation has agreed to sell to UBS
Securities LLC (the "Underwriter"), and the Underwriter has agreed to purchase,
all of the Offered Notes if any are purchased.
The Underwriting Agreement provides that the obligations of the Underwriter
are subject to certain conditions precedent.
The Corporation has agreed to indemnify the Underwriter against certain
liabilities, including liabilities under the Securities Act of 1933, as
amended.
The Corporation currently has no intention to list the Offered Notes on any
securities exchange, and there can be no assurance that there will be a
secondary market for the Offered Notes. However, from time to time, the
Underwriter may make a market in the Offered Notes.
The Corporation has been advised by the Underwriter that it proposes to offer
the Offered Notes to the public initially at the offering price set forth on
the cover page of this Prospectus Supplement and to certain dealers at such
price less a concession not in excess of .15% of the principal amount of the
Offered Notes; that the Underwriter and such dealers may reallow a discount not
in excess of .125% of such principal amount on sales to certain other dealers;
and that after the initial public offering the public offering price and
concession and discount to dealers may be changed by the Underwriter.
This Prospectus Supplement and the accompanying Prospectus may also be
delivered in connection with sales of the Offered Notes by affiliates of the
Corporation that have acquired such Offered Notes.
The Underwriter and certain of its associates and affiliates may be customers
of (including borrowers from), engage in transactions with, and/or perform
services for the Corporation and its subsidiaries (including Bankers) in the
ordinary course of business.
S-6
<PAGE>
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No dealer, salesperson or other person has been authorized to give any
information or to make any representations not contained in this Prospectus
Supplement or the Prospectus and, if given or made, such information or
representation must not be relied upon as having been authorized by the
Corporation or the Underwriter. This Prospectus Supplement and the Prospectus
do not constitute an offer to sell or a solicitation of an offer to buy any of
the securities offered hereby in any jurisdiction to any person to whom it is
unlawful to make such offer in such jurisdiction. Neither the delivery of this
Prospectus Supplement or the Prospectus nor any sale made hereunder shall,
under any circumstances, create any implication that the information herein is
correct as of any time subsequent to the date hereof or that there has been no
change in the affairs of the Corporation since such date.
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TABLE OF CONTENTS
PROSPECTUS SUPPLEMENT
<TABLE>
<CAPTION>
PAGE
----
<S> <C>
Bankers Trust New York Corporation......................................... S-2
Selected Consolidated Financial Data and Other Information................. S-3
Certain Terms of the Offered Notes......................................... S-4
Experts.................................................................... S-5
Validity of Offered Notes.................................................. S-5
Underwriting............................................................... S-6
PROSPECTUS
Available Information...................................................... 2
Incorporation of Certain Documents
by Reference.............................................................. 2
Bankers Trust New York Corporation......................................... 3
Use of Proceeds............................................................ 4
Description of Debt Securities............................................. 4
Book-Entry Securities...................................................... 11
United States Taxation..................................................... 12
Foreign Currency Risks..................................................... 12
Description of Series Preferred Stock...................................... 14
Depositary Shares.......................................................... 17
Description of the Corporation's Capital Stock............................. 19
Validity of Offered Securities............................................. 25
Experts.................................................................... 25
Plan of Distribution....................................................... 25
</TABLE>
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$250,000,000
[LOGO] BANKERS TRUST
NEW YORK CORPORATION
6 3/4% NOTES DUE OCTOBER 3, 2001
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PROSPECTUS SUPPLEMENT
SEPTEMBER 30, 1996
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UBS SECURITIES
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