Item 1. Business
Omitted.
Item 2.
Item 2. Properties
The aggregate amount of charge-offs with respect to the assets of the Trust for the year ended December 31, 1997 was $4,327,465.30. As of December 31, 1997, the aggregate principal balance of Receivables in the Trust was $547,857,784, and the aggregate principal balances of delinquent Receivables in the Trust were as follows:
delinquency principal balance 30-59 days $8,948,385.64 60-89 days $2,544,285.07 90-120 days $1,014,441.91 120+ days $1,345,119.60
Item 3.
Item 3. Legal Proceedings
The registrant knows of no material pending proceedings with respect to the Trust, the Trustee or the Bank.
Item 4.
Item 4. Submission of Matters to a Vote of Security Holders
No matter was submitted to a vote of security holders during the fiscal year covered by this report.
Part II
Item 5.
Item 5. Market for Registrant's Common Equity and Related Stockholders Matters
The registrant has no voting stock or class of common stock outstanding as of the date of this report. The benficial interest in the Trust is represented by certificates of beneficial interest (the "Certificates"). 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, 1997, there were two Certificateholders of Record.
Item 6.
Item 6. Selected Financial Data
Omitted.
Item 7.
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
The Chase Manhattan Corporation (the "Corporation") has been actively working on the year 2000 computer problem for the past several years and has made significant progress in repairing its systems. The Corporation's year 2000 remediation program includes repair of the systems of the Servicer for the Trust. To date, the Corporation has completed the inventory, assessment and strategy phases of its year 2000 program. During these phases, the Corporation identified hardware and software that required modification, developed implementation plans, prioritized tasks and established implementation time frames. The process undertaken by the Corporation has required working with vendors, third-party service providers and customers, as well as with the Corporation's internal users of systems applications. Although many applications, interfaces and locations are already able to handle post- year 2000 data processing, much work remains to be completed. During 1998, year 2000 activities are being given highest priority, and the Corporation is targeting to have all major systems repaired, including those systems that are used by the Corporation in connection with the Trust, and the majority of testing of such systems, including those used in connection with the Trust, completed by year end. Notwithstanding the substantial expense involved in such efforts by the Corporation, it is not expected that the Trust will be required to bear any expense in connection with the Corporation's year 2000 remediation program.
Item 7A.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Not applicable.
Item 8.
Item 8. Financial Statements and Supplementary Data
Omitted.
Item 9.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Part III
Item 10.
Item 10. Directors and Executive Officers of the Registrant
Omitted.
Item 11.
Item 11. Executive Compensation
Omitted
Item 12.
Item 12. Security Ownership of Certain Beneficial Owners and Management
As of December 31, 1997, except for a Certificate registered in the name of the registrant, all of the Certificates were registered in the name of CEDE and Co. The registrant understands that CEDE and Co. is the nominee for The Depository Trust Company ("DTC"). The records of DTC indicate that at December 31, 1997, there were 6 participants in the DTC system that held positions in Certificates representing interests in the Trust equal to more than 5% of the total principal amount of Certificates outstanding on that date.
The registrant understands that DTC has no knowledge of the actual beneficial owners of the Certificates held of record by CEDE & Co., and that DTC knows only the identity of the participants to whose accounts such Certificates are credited, who may or may not be the beneficial owners of the Certificates.
Item 13.
Item 13. Certain Relationships and Related Transactions
None.
Part IV
Item 14.
Item 14. Exhibits, Financial Statement Schedules, and Reports of Form 8-K
(a) Exhibits. The following documents are filed as part of this Annual Report on Form 10-K.
Exhibit Number Description
23.1 Consent of Independant Accounts
28.1 Annual Management Report on Internal Controls
28.2 Annual Servicer's Certificate pursuant to Section 4.10 of the Agreement
28.3 Annual Accountant's Report pursuant to Section 4.11 of the Agreement
(b) Reports on Form 8-K.
The following reports were filed on Form 8-K in the fourth quarter of 1997:
date items reported financial statements
October 20, 1997 5, 7 monthly report to certificateholders dated 10/15/97
November 26, 1997 5, 7 monthly report to certificateholders dated 11/17/97
SIGNATURE
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.
Chase Manhattan Grantor Trust 1996-A
by The Chase Manhattan Bank
By: /s/ Jeffrey Hammer Name: Jeffrey Hammer Title: Vice President
Date: March 31, 1998
INDEX TO EXHIBITS
Exhibit Number Description
23.1 Consent of Independant Accounts
28.1 Annual Management Report on Internal Controls
28.2 Annual Servicer's Certificate pursuant to Section 4.10 of the Agreement
28.3 Annual Accountant's Report pursuant to Section 4.11 of the Agreement
Exhibit 23.1 Consent of Independent Accountants
We hereby consent to the incorporation by reference in the Prospectuses constituting part of the Registration Statements on Form S-3 (No. 333-7575) and on Form S-1 (Nos. 33-94460, 33-99546, 33-98308) of The Chase Manhattan Bank and Chase Manhattan Bank USA, National Association of our report dated March 25, 1998 appearing as Exhibit 28.2 of this Form 10-K.
PRICE WATERHOUSE LLP
New York, New York March 31, 1998
Exhibit 28.1 March 25, 1998
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, 1997 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, 1997, the Chase Manhattan Bank maintained an effective system of internal control over servicing of securitized automobile financing receivables.
/s/ Jerry DeRojas Jerry DeRojas Senior Vice President The Chase Manhattan Bank
Exhibit 28.2 ANNUAL SERVICER'S CERTIFICATE
THE CHASE MANHATTAN BANK
Chase Manhattan Grantor Trust 1996-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 February 1, 1996 (the "Pooling and Servicing Agreement") by and between Chase and Norwest Bank Minnesota, National Association, as trustee (the "Trustee"), does hereby certify that:
A review of the activities of the Servicer during the period from January 1, 1997 until December 31, 1997 was conducted under my supervision.
Based on such review, the Servicer has, to the best of my knowledge, fully performed in all material respects all its obligations, and Chase Manhattan Bank USA, N.A. as assignee of the Servicer's repurchase obligations, has fully performed such 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.
None.
IN WITNESS WHEREOF, the undersigned has duly executed this certificate this 31st day of March 1998.
/s/ Jerry DeRojas Jerry DeRojas Senior Vice President
Exhibit 28.3
Report of Independent Accountants
March 25, 1998
To the Board of Directors of The Chase Manhattan Bank
We have examined management's assertion that, as of December 31, 1997, The Chase Manhattan Bank 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 over servicing of securitized automobile financing receivables, testing and evaluating the design and operating effectiveness of the internal control, 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, errors or irregularities may occur and not be detected. Also, projections of any evaluation of the internal control over financial reporting to future periods are subject to the risk that the internal control 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, 1997, The Chase Manhattan Bank 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.
PRICE WATERHOUSE LLP
New York, New York March 31, 1998