8-K 1 jp619330_8k.txt CURRENT REPORT 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) December 11, 2001 -------------------------------- J.P. Morgan Chase Commercial Mortgage Securities Corp. (as depositor under the Pooling and Servicing Agreement, dated as of December 1, 2001, relating to the J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2001-C1) -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) New York 333-70246 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 certain Structural Term (as defined in the no-action letter dated May 20, 1994 issued by the Securities and Exchange Commission to Kidder, Peabody Acceptance Corporation I, Kidder, Peabody & Co. Incorporated and Kidder Structured Asset Corporation) as modified by a no-action letter (the "First PSA No-Action Letter") issued by the staff of the Commission on May 27, 1994 to the Public Securities Association (the "PSA") and as further modified by a no-action letter (the "Second PSA No-Action Letter") issued by the staff of the Commission on March 9, 1995 to the PSA furnished to the Registrant by J.P. Morgan Securities Inc., PNC Capital Markets, Inc., ABN AMRO Incorporated and Deutsche Banc Alex. Brown Inc. (PNC Capital Markets, Inc., ABN AMRO Incorporated and Deutsche Banc Alex. Brown Inc., collectively, the "Underwriters") in respect of the Registrant's proposed offering of the Commercial Mortgage Pass-Through Certificates, Series 2001-C1 (the "Certificates"). The Certificates will be offered pursuant to a Prospectus and related Prospectus Supplement (together, the "Prospectus"), which have been filed with the Commission pursuant to Rule 424 under the Securities Act of 1933, as amended (the "Act"). The Certificates will be registered pursuant to the Act under the Registrant's Registration Statement on Form S-3 (No. 333-70246) (the "Registration Statement"). The Registrant hereby incorporates the Structural Term Sheets by reference in the Registration Statement. The Structural Term Sheets were prepared solely by the Underwriters, and the Registrant did not prepare or participate in the preparation of the Structural Term Sheets. Item 7. Financial Statements and Exhibits. --------------------------------- (c) Exhibits Item 601(a) of Regulation S-K Exhibit No. Description ------------------ ----------- (99) Structural Term Sheets prepared by J.P. Morgan Securities Inc., PNC Capital Markets, Inc., ABN AMRO Incorporated and Deutsche Banc Alex. Brown Inc. in connection with J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2001-C1. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: December 11, 2001 J.P. MORGAN CHASE COMMERCIAL MORTGAGE SECURITIES CORP. By: /s/ Dennis Schuh -------------------------------------- Name: Dennis Schuh Title: Vice President INDEX TO EXHIBITS Paper (P) or Exhibit No. Description Electronic (E) ----------- ----------- -------------- (99) Structural Term Sheets E prepared by J.P. Morgan Securities Inc., PNC Capital Markets, Inc., ABN AMRO Incorporated and Deutsche Banc Alex. Brown Inc. in connection with J.P. Morgan Chase Commercial Mortgage Securities Corp., Commercial Mortgage Pass-Through Certificates, Series 2001-C1.