-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OPNJOfPF8kXsINONGYRMTH2dIeVs2bBTe+S2yX8xwqyLp+VFdaHjleJpqoZT0jH2 cXLWPM0iVm9U0aAHY8nwzQ== 0000835271-97-000039.txt : 19970401 0000835271-97-000039.hdr.sgml : 19970401 ACCESSION NUMBER: 0000835271-97-000039 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961231 FILED AS OF DATE: 19970331 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHASE MANHATTAN BANK /NY/ CENTRAL INDEX KEY: 0000835271 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 134994650 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-22687 FILM NUMBER: 97568249 BUSINESS ADDRESS: STREET 1: 270 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10017 BUSINESS PHONE: 2122706000 MAIL ADDRESS: STREET 1: 270 PARK AVE CITY: NEW YORK STATE: NY ZIP: 10017 FORMER COMPANY: FORMER CONFORMED NAME: CHEMICAL BANK DATE OF NAME CHANGE: 19930521 10-K 1 FORM 10-K FOR YEAR ENDED 12/31/96 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 THE CHASE MANHATTAN BANK (formerly known as "The Chase Manhattan Bank, National Association") -------------------------------------------------------------------- (Originator of the Trust referred to herein) (Exact name of registrant as specified in its charter) CHASE MANHATTAN GRANTOR TRUST 1995-A -------------------------------------------- (Issuer with respect to Certificates) for the fiscal year 33-94460 year ended December 31, 1996 Commission File Number New York 13-2633612 --------------- ------------------ (State or other (IRS Employer jurisdiction of 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) Securities registered pursuant to Section 12(b) of the Act: None. Securities registered pursuant to Section 12(g) of the Act: None Indicate by a 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: No: X The Issuer has no voting stock and no class of common stock outstanding. Registrant has not been involved in bankruptcy proceedings during the preceding five years. Chase Manhattan Grantor Trust 1995-A (the "Trust") was formed pursuant to the Pooling and Servicing Agreement (the "Agreement") between The Chase Manhattan Bank (formerly known as The Chase Manhattan Bank, National Association), as Servicer, Chase Manhattan Bank USA, National Association, the successor to CMB as Seller, and an unrelated trustee (the "Trustee"). The Asset Backed Certificates of the Trust represent the beneficial ownership interest in the Trust. The Trust files reports pursuant to Sections 13 and 15(d) of the Securities Exchange Act of 1934, as amended, in the manner described in "no-action" letters submitted to the Office of Chief Counsel on behalf of the originators of comparable trusts. Accordingly, responses to certain items have been omitted from or modified in this Annual Report. PART I Item 1. Business. Omitted. Item 2. Properties. The assets of the Trust consist of, among other things, a segregated pool of simple interest retail installment sales contracts and purchase money loans (the "Receivables") secured by new and used automobiles and light-duty trucks. Information regarding the assets of the Trust is included in the monthly report to Certificateholders for the month of December on Form 8-K on Jamuary 24, 1997. Item 3. Legal Proceedings. The registrant knows of no material pending legal proceedings with respect to the Trust, involving the Trust, Norwest Bank Minnesota, National Association (the Trustee"), The Chase Manhattan Bank (formerly "The Chase Manhattan Bank, National Association) (the "Servicer") or the Registrant. Item 4. Submission of Matters to a Vote of Security Holders. No matter was submitted to a vote of Certificateholders during the fiscal year covered by this report. PART II Item 5. Market for Registrant's Common Equity and Related Stockholder Matters. To the knowledge of the registrant, the Certificates are traded in the over-the-counter market to a limited extent. The records of the Trust indicate that as of December 31, 1996, there was one Certificateholder of record. Item 6. Selected Financial Data. Omitted. Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations. Omitted. Item 8. Financial Statements and Supplementary Data. Omitted. Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure. None. PART III Item 10. Directors and Executive Officers of the Registrant. Omitted. Item 11. Executive Compensation. Omitted. Item 12. Security Ownership of Certain Beneficial Owners and Management. As of December 31, 1996, there were six beneficial owners holding more than 5% of the Series 1995-A Certificates. Item 13. Certain Relationships and Related Transactions. Omitted. PART IV Item 14. Exhibits, Financial Statement Schedules, and Reports of Form 8-K. (a) The following documents are filed as part of this Annual Report on Form 10-K: Exhibit Number Description - -------------- ----------- 99.1 Annual Servicer's Certificate for the year ended December 31, 1996. 99.2 Annual Statement of Compliance for the year ended December 31, 1996. 99.3 Annual Independent Public Accountant's Servicing Statement for the year ended December 31, 1996. (b), (c), (d) Omitted. 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 Date: March 28, 1997 THE CHASE MANHATTAN BANK as Servicer By: /s/ Jerry DeRojas Name: Jerry DeRojas Title: Senior Vice President SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(D) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT. No annual report, proxy statement, form of proxy or other proxy soliciting material has been sent to Certificateholders during the period covered by this Annual Report on Form 10-K and the registrant does not intend to furnish such materials to Certificateholders subsequent to the filing of this report. INDEX TO EXHIBITS ----------------- Exhibit Number Description -------------- ----------- 99.1 Annual Servicer's Certificate for the year ended December 31, 1996. 99.2 Annual Statement of Compliance for the year ended December 3, 1996 99.3 Annual Independent Public Accountant's Servicing Statement for the year ended December 31, 1996. Exhibit 99.1 ANNUAL SERVICER'S CERTIFICATE THE CHASE MANHATTAN BANK ____________________________________________________________ Chase Manhattan Grantor Trust 1995-A ___________________________________________________________ The undersigned, a duly authorized representative of The Chase Manhattan Bank ("Chase"), as Servicer pursuant to the Pooling and Servicing Agreement dated as of September 1, 1995 (the "Pooling and Servicing Agreement") by and between Chase and Norwest Bank Minnesota, National Association, as trustee (the "Trustee"), does hereby certify that: 1. A review of the activities of the Servicer during the period from January 1, 1996 until December 31, 1996 was conducted under my supervision. 2. Based on such review, the Servicer has, to the best of my knowledge, fully performed in all material respects all its obligations under the Pooling and Servicing Agreement throughout such period and no material default in the performance of such obligations has occurred or is continuing except as set forth in paragraph 3 below. 3. None IN WITNESS WHEREOF, the undersigned has duly executed this certificate this 27th day of March 1997. /s/Jerry DeRojas Name: Jerry DeRojas Title: Senior Vice President Exhibit 99.2 Letterhead of The Chase Manhattan Bank Chase Automotive Finance Jerry Rojas Chase Manhattan Automotive Finance Corporation Senior Vice President 900 Stewart Avenue Garden City, NY 11530 March 27, 1997 Management Report on Internal Control Over Servicing of Securitized Automobile Financing Receivables Management of The Chase Manhattan Bank is responsible for establishing and maintaining an effective system of internal control over servicing of securitized automobile financing receivables, which is designed to provide reasonable assurance regarding the proper servicing of securitized automobile financing receivables. The system contains self-monitoring mechanisms, and actions are taken to correct deficiencies as they are identified. There are inherent limitations in the effectiveness of any system of internal control, including the possibility of human error and the circumvention or overriding of controls. Accordingly, even an effective internal control system can provide only reasonable assurance with respect to servicing of securitized automobile financing receivables. Further, because of changes in conditions, the effectiveness of an internal control system may vary over time. Management of The Chase Manhattan Bank assessed its system of internal control over servicing of securitized automobile financing receivables as of December 31, 1996 in relation to criteria for effective internal control described in "Internal Control - Integrated Framework" issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, management believes that, as of December 31, 1996, The Chase Manhattan Bank maintained an effective system of internal control over servicing of securitized automobile financing receivables. /s/Jerry DeRojas ---------------- Name: Jerry DeRojas Title: Senior Vice President The Chase Manhattan Bank Exhibit 99.3 Letterhead of Price Waterhouse LLP 1177 Avenue of the Americas New York, NY 10036 Telephone 212-596-7000 Facsimile 212-596-8910 Report of Independent Accountants March 27, 1997 To the Board of Directors of The Chase Manhattan Bank We have examined management's assertion that, as of December 31, 1996, The Chase Manhattan Bank's automotive financing division maintained an effective system of internal control over servicing of securitized automobile financing receivables, included in the accompanying Management Report on Internal Control Over Servicing of Securitized Automobile Financing Receivables. Our examination was made in accordance with standards established by the American Institute of Certified Public Accountants and, accordingly, included obtaining an understanding of the internal control structure over servicing of securitized automobile financing receivables, testing and evaluating the design and operating effectiveness of the internal control structure, and such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Because of inherent limitations in any internal control structure, errors or irregularities may occur and not be detected. Also, projections of any evaluation of the system of internal control over servicing of securitized automobile financing receivables to future periods are subject to the risk that the internal control structure may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. In our opinion, management's assertion that, as of December 31, 1996, The Chase Manhattan Bank's automotive financing division maintained an effective system of internal control over servicing of securitized automobile financing receivables, is fairly stated, in all material respects, based upon the criteria for effective internal control described in "Internal Control - Integrated Framework" issued by the Committee of Sponsoring Organizations of the Treadway Commission. To the Board of Directors of The Chase Manhattan Bank March 27, 1997 Page 2 This report is intended solely for the information and use of the Board of Directors and management of The Chase Manhattan Bank and Norwest Bank of Minnesota, National Association as Trustee and Cash Collateral Trustee for the Chase Manhattan Grantor Trust 1995-A, the Chase Manhattan Grantor Trust 1995-B, and the Chase Manhattan Grantor Trust 1996-A, The Sanwa Bank, Limited, New York Branch as Cash Collateral Depositor for the Chase Manhattan Grantor Trust 1995-A, the Chase Manhattan Grantor Trust 1995-B, and the Chase Manhattan Grantor Trust 1996-A, and should not be used for any other purpose, except that copies may be distributed by the Trustee to Certificateholders, Standard & Poor's Corporation, Moody's Investor Service, Inc. and Fitch Investors Service, L.P. Signed: Price Waterhouse LLP -----END PRIVACY-ENHANCED MESSAGE-----