SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------------------
FORM 10-K
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
(Mark One)
X ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the Fiscal Year Ended: December 31, 2001
OR
_____ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the transition period from to
----- ----
Commission file number 333-83484
Chase Credit Card Owner Trust 2000-2 (issuer)
Chase Manhattan Bank USA, National Association (depositor)
(Exact name of registrant as specified in its charter)
USA 22-238028
(State or Other Jurisdiction of (IRS Employer Identification Number)
Incorporation or Organization)
White Clay Center, Building 200, Newark, DE 19711
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (302) 575-5000
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class Name of Each Exchange of Which Registered
NONE N/A
Securities registered pursuant to Section 12(g) of the Act:
NONE
(Title of Class)
Indicate by 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 reports), and (2) has been
subject to such filing requirements for the last 90 days: YES X NO ___
Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Part III of this Form 10-K or any
amendment to this Form 10-K or any amendment to this Form 10-K. X
State the aggregate market value of the voting and non-voting common
equity held by non-affiliates of the registrants. The aggregate value shall be
computed by reference to the price at which the common equity was sold, or the
average bid and asked prices of such common equity, as of a specified date
within 60 days prior to the date of filing.
The registrant has no voting or non-voting common equity outstanding as
of the date of this report.
The registrant is a trust that has issued certificates of beneficial
interest in the trust assets.
DOCUMENTS INCORPORATED BY REFERENCE.
List hereunder the following documents if incorporated by reference and
the Part of the Form 10-K (e.g., Part I, Part II, etc.) into which the document
is incorporated: (1) any annual report to security holders; (2) any proxy or
information statement; and (3) any prospectus filed pursuant to Rule 424(b) or
(c) under the Securities Act of 1933. The listed documents should be clearly
described for identification purposes.
None.
Introductory Note
Chase Credit Card Owner Trust 2000-2 (the "Trust") was formed pursuant
to a Trust Agreement (the "Agreement") between Chase Manhattan Bank USA,
National Association (the "Bank"), as depositor, and an unrelated trustee (the
"Trustee"). The Trust is the issuer of three classes of publicly offered asset
backed notes (the "Notes"). The Trust files reports pursuant to Section 13 and
15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"),
in the manner described in letters dated January 16, 1991 and March 14, 1991,
submitted to the Office of the Chief Counsel with respect to Chase Credit Card
Master Trust (f/k/a "Chemical Master Credit Card Trust I"). Accordingly,
responses to certain Items have been omitted from or modified in this Annual
Report on Form 10-K.
Part I
Item 1. Business
Omitted.
Item 2. Properties
The Trust is the holder of the Series 2000-2 Asset Backed Certificate
issued by Chase Credit Card Master Trust, which was transferred to it by the
Bank, and certain deposit accounts.
The aggregate Investor Default Amount for the year ended December 31,
2001 was $67,380,184.00. As of December 31, 2001, Accounts designated for the
Master Trust having an aggregate balance of $367,388,341.00, or 1.45% of all
Receivables, were delinquent 30 - 59 days; Accounts having an aggregate balance
of $282,153,189.00, or 1.11% of all Receivables, were delinquent 60 - 89 days;
and Accounts having an aggregate balance of $541,697,305.00, or 2.14% of all
Receivables, were delinquent 90 days or more.
Item 3. Legal Proceedings
The registrant knows of no material pending legal proceedings with
respect to the Trust, the Trustee or the Bank.
Item 4. Submission of Matters to a Vote of Security Holders
No matter was submitted to a vote of Securityholders during the fiscal
year covered by this report.
Part II
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 beneficial interest in the Trust is
represented by the Series Certificate registered in name of the issuer. To the
knowledge of the registrant, the Notes are traded in the over-the-counter market
to a limited extent.
As of December 31, 2001, all of the Notes 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 registrant further understands that
DTC has no knowledge of the actual beneficial owners of the Notes held of record
by CEDE & Co., and that DTC knows only the identity of the participants to whose
accounts such Notes are credited, who may or may not be the beneficial owners of
the Notes.
The records provided to the Trust by DTC indicate that as of December
31, 2001, the number of holders of record for each class of Notes issued by the
Trust was as follows:
Class No. of Holders
----- --------------
A 16
B 6
C 8
Item 6. Selected Financial Data
Omitted.
Item 7. Management's Discussion and Analysis of Financial Condition
and Results of Operations
Omitted.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
Not applicable.
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
The records of DTC indicate that as of December 31, 2001, there were
the following holders of record with more than 5% of each class of the
Certificates and Notes:
- ----------------------------------------------------------------------------------------------------
Chase Credit Card Owner Trust Name & Address of Participant Original Certificate % Class
Principal Balance
- ----------------------------------------------------------------------------------------------------
Series 2000-2
- ----------------------------------------------------------------------------------------------------
Class A Bank of New York (The) $259,690,000 28.85%
925 Patterson Plank Rd.
Secaucus, NJ 07094
- ----------------------------------------------------------------------------------------------------
Barclays Global Investors, $148,500,000 16.50%
N.A./Investors Bank & Trust
980 9th Street
6th Floor
Sacramento, CA 95814
- ----------------------------------------------------------------------------------------------------
Boston Safe Deposit & Trust $168,669,000 18.74%
Company
525 William Penn Place
Suite 3631
Pittsburgh, PA 15259
- ----------------------------------------------------------------------------------------------------
JPMorgan Chase Bank $96,790,000 10.75%
C/O JP Morgan Investor Services
14201 Dallas Pkwy 12th Fl
Dallas, TX 75254
- ----------------------------------------------------------------------------------------------------
State Street Bank and Trust Co. $87,613,000 9.73%
1776 Heritage Dr.
Global Corp. Action Unit JAB
5 NW
No. Quincy, MA 02171
- ----------------------------------------------------------------------------------------------------
Class B Barclays Global Investors, $10,000,000 13.33%
N.A./Investors Bank & Trust
980 9th Street
6th Floor
Sacramento, CA 95814
- ----------------------------------------------------------------------------------------------------
Salomon Smith Barney Inc./ $5,000,000 6.67%
Salomon Brothers
333 W. 34th Street
New York, NY 10001
- ----------------------------------------------------------------------------------------------------
State Street Bank and Trust Co. $11,500,000 15.33%
1776 Heritage Dr.
No. Quincy, MA 02171
- ----------------------------------------------------------------------------------------------------
Wells Fargo Bank Minnesota, $11,000,000 14.67%
N.A.
733 Marquette Avenue
N9306-051
Minneapolis, MN 55479
- ----------------------------------------------------------------------------------------------------
Class C Bank of New York (The) $30,000,000 31.11%
925 Patterson Plank Rd.
Secaucus, NJ 07094
- ----------------------------------------------------------------------------------------------------
Bankers Trust Company $6,000,000 6.22%
648 Grassmere Park Drive
Nashville, TN 37211
- ----------------------------------------------------------------------------------------------------
Bank One Trust Company, N.A. $8,000,000 8.30%
340 South Cleveland Avenue
Columbus, OH 43240
- ----------------------------------------------------------------------------------------------------
FUNB - Phila. Main $16,000,000 16.59%
123 South Broad Street
Philadelphia, PA 19109
- ----------------------------------------------------------------------------------------------------
Bank of Tokyo-Mitsubishi Trust $5,429,000 5.63%
Company
Trust Operations Dept Plaza 3
5th Floor Harborside Fin'l Ctr
Jersey City, NJ 07311-1904
- ----------------------------------------------------------------------------------------------------
JPMorgan Chase Bank $27,000,000 28.00%
C/O JP Morgan Investor Services
14201 Dallas Pkwy 12th Fl
Dallas, TX 75254
- ----------------------------------------------------------------------------------------------------
Item 13. Certain Relationships and Related Transactions
None.
Part IV
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 Independent Accountants.
99.1 Annual Servicer's Certificate pursuant to Section 3.05
of the Agreement.
99.2 Management Report on Internal Controls.
99.3 Annual Independent Accountants Report pursuant to Section 3.06
of the Agreement.
(b) Reports on Form 8-K.
The following reports were filed on Form 8-K during the last quarter
2001:
Date Items Reported Financial Statements
- ---------- -------------- -----------------------------
10/01/2001 5, 7 Monthly report to Noteholders
dated 9/17/2001
10/29/2001 5, 7 Monthly report to Noteholders
dated 10/15/2001
11/29/2001 5, 7 Monthly report to Noteholders
dated 11/15/2001
12/21/2001 5, 7 Monthly report to Noteholders
dated 12/17/2001
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.
Dated: March 29, 2002
Chase Credit Card Owner Trust 2000-2
by: Chase Manhattan Bank USA, National
Association, as Administrator
By: /s/ Patricia M. Garvey
-----------------------------------
Name: Patricia M. Garvey
Title: 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 Noteholders during the period covered by this Annual
Report on Form 10-K and the registrant does not intend to furnish such materials
to Noteholders subsequent to the filing of this report.
INDEX TO EXHIBITS
Exhibit Number: Description:
- --------------- ---------------
23.1 Consent of Independent Accountants.
99.1 Annual Servicer's Certificate pursuant to Section 3.05
of the Agreement.
99.2 Management Report on Internal Controls.
99.3 Annual Independent Accountants Report pursuant to Section 3.06
of the Agreement.