SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-A FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES AND EXCHANGE COMMISSION CHASE MANHATTAN BANK USA, NATIONAL ASSOCIATION ---------------------------------------------------------------- (Originator of the Trust referred to herein) (Exact name of registrant as specified in its charter) CHASE CREDIT CARD OWNER TRUST 2001-2 ---------------------------------------------------------------- (Issuer of Securities) United States 333-74303 22-2382028 - ---------------------------- ------------------------ ---------------------- (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) White Clay Center Drive, Building 200, Newark, Delaware 19711 -------------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (302) 575-5000 If this Form relates to the If this Form relates to the registration of a class of debt registration of a class of debt securities and is effective upon securities and is to become filing pursuant to General effective simultaneously with the Instruction A (c) (1) please check effectiveness of a concurrent the following: registration statement under the Securities Act of 1933 pursuant to - ----- General Instruction A (c) (2) please check the following: X ----- Securities to be registered to Section 12(b) of the Act: Title of each Class Name of each Exchange on which to be registered each Class is to be registered - ----------------------------------- ----------------------------------- - ----------------------------------- ----------------------------------- Securities to be registered pursuant to Section 12 (g) of the Act: Class A Floating Rate Asset Backed Notes, Series 2001-2 - ----------------------------------------------------------- (Title of Class) Class B Floating Rate Asset Backed Notes, Series 2001-2 - ----------------------------------------------------------- (Title of Class) Class C Floating Rate Asset Backed Notes, Series 2001-2 - ----------------------------------------------------------- (Title of Class) Item 1. Description of Registrant's Securities to be Registered: The Registrant has filed with the Securities and Exchange Commission (the "Commission") a Registration Statement on Form S-3 (file no. 333-74303) with respect to the securities being registered hereunder, and has filed with the Commission pursuant to Rule 424 (b) under the Securities Act of 1933, as amended, the final form of the prospectus relating to the initial offering of such securities, which includes a description of such securities. Such prospectus is hereby incorporated by reference herein. Item 2. Exhibits 1. Form of Pooling and Servicing Agreement.* - ---------------- * Incorporated by reference to the Registrant's Registration Statement SIGNATURE Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the registrant has duly caused the registration statement to be signed on its behalf by the undersigned, thereunto duly authorized. Dated: February 27, 2002 Chase Manhattan Bank USA, National Association, as Administrator By: /s/ Patricia Garvey ---------------------------------- Name: Patricia Garvey Title: Vice President