8-K

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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   December 17, 1996
                  (Date of earliest event reported)



                   THE CHASE MANHATTAN CORPORATION
       (Exact name of registrant as specified in its charter)



     Delaware                  1-5805           13-2624428
(State or other jurisdiction (Commission file  (I.R.S. Employer
 of incorporation)              number)       Identification No.)



     270 Park Avenue, New York, NY                        10017
(Address of principal executive offices)               (Zip Code)




                           (212) 270-6000
        (Registrant's telephone number, including area code)


                           Not applicable
    (Former name or former address, if changed since last report)

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Item 5.  Other Events

      The Chase Manhattan Corporation (the "Corporation") announced a

new  stock  options  program for employees worldwide.   Called  Value

Sharing,  the  Program grants 450 options to each eligible  full-time

employee  in three equal annual installments commencing December  17,

1996.  Eligible part-time employees will be awarded 225 options  over

the  same time period.  The exercise price for the December 17,  1996

award  is  $86.375 and the options may be exercised when the  average

closing  price  of  the  Corporation's shares over  five  consecutive

business days equals or exceeds the target price of $110.  If the 

Corporation's shares do not reach the target price by December 17, 2002,

the options become exercisable on that date.  Exercise and target prices for

future awards will be determined at the time of those grants.

     A copy of the press release is attached as an exhibit hereto.


Item 7.   Financial Statements, Pro Forma Financial Information and
Exhibits


The following exhibits are filed with this Report:


Exhibit Number                     Description
- -----------      --------------------------------------


    99.1         Press Release.















                                 -2-

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                              SIGNATURE



     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.







                         THE CHASE MANHATTAN CORPORATION
                              (Registrant)



                         By: /s/ Anthony J. Horan
                           -------------------------------
                           Anthony J. Horan
                           Corporate Secretary



Dated: December 18, 1996






















                                 -3-

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                            EXHIBIT INDEX
                      ------------------------



Exhibit Number              Description
- --------------      -------------------------------



99.1                Press Release.





























                                 -4-
85146

EX-99.1

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                                                      Exhibit 99.1
                              
Investor Contact:  John Borden 212-270-7318  Press Contacts:
                                               Kathleen Baum
                                               212-270-5089
                                               Ken Herz
                                               212-270-4621

                              
                              
    Chase Awards Stock Options to All Employees Worldwide

       New York, December 17, 1996 -- The Chase Manhattan
Corporation announced today a new program to grant full-time
employees worldwide 450 options in Chase common stock over the
next three years.  The program, called Value Sharing and
approved by the Board of Directors today, will also grant 225
options, or Value Shares, over the same time period to part-
time employees.

       In a letter to employees, Walter V. Shipley, chairman and
chief executive officer, said, "We are launching this
initiative with two purposes in mind:  First, to thank you for
your good and hard work in executing the largest and most
complex merger in banking history.  Second, to encourage you to
continue your very best work so that we can indeed achieve our
mission of becoming the world's premier financial services
company.

       "There really is a link between your own individual
performance and the performance of Chase as a whole," Mr.
Shipley wrote.  "The more successful you become in serving our
customers and supporting your colleagues, the more successful
Chase becomes financially."

       Value Shares will be awarded in three equal annual
installments over the next three years.  The first 150 options
for full-time employees were granted today, with the remaining
options to be awarded on December 16, 1997 and December 15,
1998.  The 225 Values Shares for part-time employees will be
awarded following the same schedule.

       The grant or exercise price of the first award will be the
average of today's high and low price of Chase common stock.
Participants may exercise 100 percent of this first award when
the average closing price of Chase shares over five consecutive
business days equals or exceeds $110.  Grant and target prices
for the subsequent awards will be determined at the time of
those grants.

       The program is the second time options are being awarded to
all employees.  In 1994, both predecessor firms of pre-merger
Chase -- Chemical and the "old" Chase -- were among the first
major companies to award options to employees at all levels of
the organization.
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       As previously announced, the Board of Directors of The Chase
Manhattan Corporation on October 15, 1996 authorized the
Corporation until December 31, 1998 to purchase up to $2.5
billion of its common shares, in addition to such other number
of common shares as may be necessary to provide for expected
issuances under the Corporation's dividend reinvestment plan
and its various stock-based employee benefit plans.
                              
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