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: November 17, 1998 Commission file number 1-5805 ----------------- ------ (Date of earlier event reported) THE CHASE MANHATTAN CORPORATION ------------------------------- (Exact name of registrant as specified in its charter) Delaware 13-2624428 -------- ---------- (State or Other Jurisdiction (I.R.S. Employer of Incorporation) Identification No.) 270 Park Avenue, New York, NY 10017 ----------------------------- ----- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (212) 270-6000Item 5. Other Events - --------------------- On November 17, 1998, the Chase Manhattan Corporation ("Chase") announced that its Board of Directors has authorized Chase to repurchase up to net $3 billion of its Common Stock commencing January 4, 1999. Chase's current authorization expires December 31, 1998. A copy of Chase's press release is attached as an exhibit hereto and incorporated herein by reference. That press release contains statements that are forward looking within the meaning of the Private Securities Litigation Act of 1995. Such statements are subject to risks and uncertainties and Chase's actual results may differ materially from those set forth in such forward-looking statements. Reference is made to Chase's reports filed with the Securities and Exchange Commission, in particular Chase's Annual Report on Form 10-K for the year ended December 31, 1997, for a discussion of factors that may cause such differences to occur. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits - --------------------------------------------------------------------------- The following exhibits are filed with this report: Exhibit Number Description - ------------------- -------------- 99 Press Release -2- 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. THE CHASE MANHATTAN CORPORATION (Registrant) By: /s/Dina Dublon -------------------------------- Dina Dublon Executive Vice President and Treasurer Dated: November 18, 1998 -3- EXHIBIT INDEX Exhibit Number Description - ------------------ ------------- 99 Press Release -4- The Chase Manhattan Corporation 270 Park Avenue New York, New York 10017-2070 News Release Investor Contact: John Borden Press Contacts: Kathleen Baum 212-270-7318 212-270-5089 For Immediate Release --------------------- Chase Announces New Common Stock Repurchase Authorization New York, November 17, 1998 - The Board of Directors of The Chase Manhattan Corporation (NYSE:CMB) has authorized the repurchase of up to $3 billion of Chase's common stock in the open market or through negotiated transactions. This authorization is in addition to any amounts necessary to provide for issuances under Chase's dividend reinvestment plan and its various stock-based director and employee benefit plans. The new authorization becomes effective January 4, 1999. Chase's current authorization expires December 31, 1998. "Chase is committed to Shareholder Value Added, and a disciplined capital policy is a key component of that commitment," said Walter V. Shipley, chairman and chief executive officer. "While seeking to maintain strong capital ratios, we also believe that we must deliver a superior return to shareholders." Chase is currently targeting a long-term Tier One capital ratio of 8 to 8.25 percent. Capital generated in excess of target ratios will be used for continued purchases of Chase common stock, or for future investment and acquisition opportunities. # -5-