UNITED STATES
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 (Date of earliest event reported) May 25, 2004
-----------------
J.P. Morgan Chase Commercial Mortgage Securities Corp.
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
New York 333-105805 13-3789046
- --------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
270 Park Avenue
New York, New York 10167
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (212) 834-9280
--------------------
- --------------------------------------------------------------------------------
(Former name or former address, if changed since last report.)
Item 5. Other Events.
Attached as exhibits are the Structural and Collateral Term Sheets (as
defined in the no-action letter issued by the staff of the Securities and
Exchange Commission (the "Commission") on February 17, 1995, to the Public
Securities Association) furnished to the Registrant by J.P. Morgan Securities
Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, PNC Capital Markets,
Inc. and Nomura Securities International, Inc. (the "Underwriters") in respect
of the Registrant's proposed offering of certain classes of the Commercial
Mortgage Pass-Through Certificates, Series 2004-PNC1 (the "Offered
Certificates").
The Offered Certificates will be offered pursuant to a Prospectus and
related Prospectus Supplement (together, the "Prospectus"), which will be filed
with the Commission pursuant to Rule 424 under the Securities Act of 1933, as
amended (the "Act"). The Offered Certificates will be registered pursuant to the
Act under the Registrant's Registration Statement on Form S-3 (No. 333-105805)
(the "Registration Statement"). The Registrant hereby incorporates the
Structural and Collateral Term Sheets by reference in the Registration
Statement.
The Structural and Collateral Term Sheets were prepared solely by the
Underwriters, and the Registrant did not prepare or participate in the
preparation of the Structural and Collateral Term Sheets.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
Item 601(a)
of Regulation S-K
Exhibit No. Description
- ----------- -----------
(99.1) Structural and Collateral Term Sheet prepared by
J.P. Morgan Securities Inc., Merrill Lynch,
Pierce, Fenner & Smith Incorporated, PNC Capital
Markets, Inc. and Nomura Securities
International, Inc. in connection with certain
classes of the J.P. Morgan Chase Commercial
Mortgage Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series 2004-PNC1.
(99.2) Collateral Term Sheet prepared by J.P. Morgan
Securities Inc., Merrill Lynch, Pierce, Fenner &
Smith Incorporated, PNC Capital Markets, Inc.
and Nomura Securities International, Inc. in
connection with certain classes of the J.P.
Morgan Chase Commercial Mortgage Securities
Corp., Commercial Mortgage Pass-Through
Certificates, Series 2004-PNC1.
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.
Date: May 25, 2004
J.P. MORGAN CHASE COMMERCIAL
MORTGAGE SECURITIES CORP.
By: /s/ Mark Levine
-------------------------
Name: Mark Levine
Title: Vice President
INDEX TO EXHIBITS
Paper (P) or
Exhibit No. Description Electronic (E)
- ----------- ----------- --------------
(99.1) Structural and Collateral Term Sheet E
prepared by J.P. Morgan Securities Inc.,
Merrill Lynch, Pierce, Fenner & Smith
Incorporated, PNC Capital Markets, Inc.
and Nomura Securities International, Inc.
in connection with certain classes of the
J.P. Morgan Chase Commercial Mortgage
Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series
2004-PNC1.
(99.2) Collateral Term Sheet prepared by J.P. E
Morgan Securities Inc., Merrill Lynch,
Pierce, Fenner & Smith Incorporated, PNC
Capital Markets, Inc. and Nomura
Securities International, Inc. in
connection with certain classes of the
J.P. Morgan Chase Commercial Mortgage
Securities Corp., Commercial Mortgage
Pass-Through Certificates, Series
2004-PNC1.