SECURITIES AND EXCHANGE COMMISSION
                     Washington, D.C. 20549
                       __________________
                            FORM 10-K

                FOR ANNUAL AND TRANSITION REPORTS
             PURSUANT TO SECTIONS 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, 1998
                               OR
_____     TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
     THE SECURITIES EXCHANGE ACT OF 1934

                Commission file number    333-7575
                ----------------------    --------

             Chase Manhattan Auto Owner Trust 1998-B
                              (issuer)
             ----------------------------------------

       The Chase Manhattan Bank USA, National Association
                              (depositor)
       ----------------------------------------------------
       (Exact name of registrant as specified in its charter)

               Delaware                      13-2633612
               ---------                     -----------
    (State or Other Jurisdiction of         (IRS Employer
    Incorporation or Organization)          Identification
                                               Number)

802 Delaware Avenue, Wilmington, Delaware        19801
-----------------------------------------        -----
(Address of principal executive offices)      (Zip Code)

Registrant's telephone number, including area code:  (302) 575-5033

Securities registered pursuant to Section 12(b) of the Act:  NONE
Securities registered pursuant to Section 12(g) of the Act:  NONE

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 shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 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. __X__

State the aggregate market value of the voting stock held by non-
affiliates of the registrant:

          The registrant has no voting stock or class of common
          stock outstanding as of the date of this report.

                   Exhibit Index is on page 6
                                
                                
<PAGE>
                        Introductory Note
                                
Chase Manhattan Auto Owner Trust 1998-B (the "Trust") was formed
pursuant to a Trust Agreement (the "Agreement") between The Chase
Manhattan Bank USA, National Association (the "Bank"), as seller
and servicer, and an unrelated trustee (the "Trustee").  The
Trust files reports pursuant to Sections 13 and 15(d) of the
Securities Exchange Act of 1934, as amended the ("Exchange Act"),
in the manner described in "no-action" letters submitted to the
Office of Chief Counsel on behalf of the originators of
comparable trusts.  Accordingly, responses to certain Items have
been omitted from or modified in this Annual Report on Form 10-K.

<PAGE>

                             Part I
                                
Item 1.   Business
       
       Omitted.
       
Item 2.   Properties

       The Trust is the holder of certain auto loans transferred to it by the
       Bank's predecessor.   

       The Trust has acquired certain auto loan receivables from
       the Bank pursuant to a Sale and Servicing Agreement (the
       "Sale and Servicing Agreement").  The aggregate amount of
       charge-offs with respect to the assets of the Trust for
       the year ended December 31, 1998 was $1,582,093.78.  As of
       December 31, 1998, the aggregate principal balance of
       Receivables in the Trust was $807,675,078.00, and the
       aggregate principal balances of delinquent Receivables in
       the Trust were as follows:
       
             Delinquency     Principal Balance
             -----------     -----------------
             30-59 days         $716,557.56
             60-89 days         $242,896.95
             90-119 days        $143,693.12
             120+ days          $157,074.27


Item 3.   Legal Proceedings
       
       The registrant knows of no material pending 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 security holders
       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
       certificates of beneficial interest (the "Certificates").
       To the knowledge of the registrant, the Certificates are
       traded in the over-the-counter market to a limited extent.
       
       As of December 31, 1998, except for a Certificate
       registered in the name of the registrant, all of the
       Certificates 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 records provided to the Trust by DTC indicate that as of
       December 31, 1998, the number of holders of Record for
       each class of securities issued by the Trust was as follows:

               Series              # of Holders
               ------              ------------
               1998-B  A-1               0
                       A-2               4
                       A-3              36
                       A-4              19
                       B                 2               

       The registrant understands that DTC has no knowledge of
       the actual beneficial owners of the Certificates held of
       record by CEDE & Co., and that DTC knows only the identity
       of the participants to whose accounts such Certificates
       are credited, who may or may not be the beneficial owners
       of the Certificates.

       
Item 6.   Selected Financial Data
       
       Omitted.
       
Item 7.   Management's Discussion and Analysis of Financial
       Condition and Results of Operations
       
               Year 2000  efforts for Chase Auto  Finance are being
          coordinated,  managed and  monitored as part of the Year 2000 efforts
          of The Chase Manhattan  Corporation (the  "Corporation") by the
          Corporation's  Year 2000 Enterprise Program Office (the "Program
          Office").  The Program Office reports directly to the Executive
          Committee of the Corporation and is responsible for the Corporation's
          Year 2000 efforts,  both technical and business-related, on a global
          basis. In addition, a Year 2000 Core Team (the "Core Team"),
          consisting of senior  managers from internal audit, technology risk
          and control,  financial  management and control,  the technology
          infrastructure division,  legal and the Program Office,  provides
          independent  oversight of the process. The Core Team, which also
          reports directly to the Corporation's  Executive  Committee,  is 
          charged with identifying key risks and ensuring necessary  management
          attention for timely resolution of project issues.

               The  Corporation's  Year 2000 Program  continues to progress. As
          of January 1, 1999, the Corporation  established a Year 2000
          Business Risk Council,  comprised of approximately 20 senior business
          leaders -- line managers,  risk managers,  and representatives of
          key staff functions -- to identify potential Year 2000 business
          risks, coordinate  planning and readiness efforts, refine contingency
          plans for Year 2000, and establish a Year 2000 command center
          structure and rapid response teams.

               The Corporation's Year 2000 Program is tracked against well-
          defined milestones.  The Corporation completed its inventory and
          assessment phases on schedule on September 30, 1997, identifying
          affected hardware and software, prioritizing tasks and establishing
          implementation plans.  As of December 31, 1998, substantially all of
          the applications related to the operations of Chase Auto Finance
          had been remediated.  In 1999, attention will continue to be focused
          on completing the remediation of all business software applications,
          as well as ensuring that those software application systems that have
          been remediated, tested and certified are, and remain, Year 2000
          ready.

               Since early 1999,  the  Corporation  has increased  its
          tracking and risk  management  of third party  service  providers. In
          addition, a major focus of 1999 has been continued customer and
          "street" (i.e., industry-wide) testing. Testing initiatives commenced
          during the third quarter of 1998 and the  Corporation  expects to
          continue to participate in customer and street tests as they continue
          to be scheduled during the remainder of 1999.

               At December 31, 1998,  the  Corporation's estimate for Year 2000
          remediation  costs for 1997 - 1999 was  approximately $363 million.
          None of these costs will be borne by the Trust.

               In its normal course of business, the Corporation  manages many
          types of risk.  The  Corporation  recognizes  that the risks
          presented by Year 2000 are unique given the pervasive  nature of the
          problem and the higher likelihood that Year 2000 risk may present
          itself in  multiple, simultaneous  impacts.  Because of this, the
          Corporation  has  adjusted  and will  continue  to adjust its risk
          management  processes  and  contingency  plans to take the  most
          probable  anticipated  effects  into  account.  In this  regard,
          the Corporation  has begun its event  planning for the Year 2000 with
          the goal of  preventing  or  mitigating  potential  disruptions.  The
          Corporation's Year 2000 events planning includes creation of command
          centers;  performance of dress rehearsals and simulation  modeling
          for various  possible  business  and  operation  risks; establishment
          of special  rapid  response  technology  teams;  scheduling  of
          availability of key personnel; additional training and testing
          activities; and the establishment of rapid decision processes.

               The  Corporation's expectations  for completion of its Year 2000
          remediation and testing  efforts,  the anticipated  costs to complete
          the project and the  anticipated  business, operational and financial
          risks to the  Corporation, Chase Auto Finance and the Trust are
          subject to a number of  uncertainties.  In  particular,  a large
          number of failures  by account  obligors,  banks and other financial
          institutions  or other participants  in the  national payments system
          could  adversely  affect  the timing and amount of collections on the
          Receivables.
       
 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 at December 31, 1998, there
       were 15 participants in the DTC system that held positions
       in a class of securities of the Trust equal to more than 5% of
       the total principal amount of that class outstanding on that date.
       
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

                    28.1 Annual Management Report on Internal Controls
                                        
                    28.2 Annual Independent Accountant's
                    Servicing Reports pursuant to Section 4.11 of
                    the Agreement

                    28.3 Annual Servicer's Certificate pursuant
                    to Section 4.10 of the Agreement  

                    
       (b)  Reports on Form 8-K.
       
       The following reports were filed on Form 8-K in 1998:
       
Date                  Items Reported        Financial Statements
                                            
May 22, 1998          5, 7                  monthly report to
                                            certificateholders
                                            dated 5/16/98
                                            
June 18, 1998         5, 7                  monthly report to
                                            certificateholders
                                            dated 6/15/98
       
July 20, 1998         5, 7                  monthly report to
                                            certificateholders
                                            dated 7/15/98
                                            
August 25, 1998       5, 7                  monthly report to
                                            certificateholders
                                            dated 8/17/98
                                            
September 25, 1998    5, 7                  monthly report to
                                            certificateholders
                                            dated 9/15/98
                                            
October 23, 1998      5, 7                  monthly report to
                                            certificateholders
                                            dated 10/23/98
                                            
December 1, 1998      5, 7                  monthly report to
                                            certificateholders
                                            dated 11/16/98
                                            
January 13, 1998        5, 7                monthly report to
                                            certificateholders
                                            dated 12/15/98
                                            
<PAGE>

       
       
                            SIGNATURE
                                
          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.

                      Chase Manhattan Auto Owner Trust 1998-B
                 
                      by: Chase Manhattan Bank USA, National Association
                 
                 
                      By:  /s/ Patricia Garvey
                          ---------------------
                          Name: Patricia Garvey
                          Title: Vice President
 
                
Date:  March 29, 1999

                                
 <PAGE>
                               
                        INDEX TO EXHIBITS
                                
Exhibit Number               Description               
                                                          
                     
23.1                 Consent of Independant Accounts

28.1                 Annual Management Report on Internal Controls
                      
28.2                 Annual Accountant's Report        
                     pursuant to Section 4.11 of the   
                     Agreement          
                      
28.3                 Annual Servicer's Certificate     
                     pursuant to Section 4.10 of the   
                     Agreement
                                

<PAGE>
                                                                   Exhibit 23.1
Consent of Independent Accountants


We hereby consent to the incorporation by reference in the
prospectuses constituting part of the Registration Statement on
Form S-3 (No. 333-7575) of Chase Manhattan Bank, USA, National Association
of our report dated March 15, 1999 appearing as Exhibit 28.2 of this Form 10-K.


PRICEWATERHOUSECOOPER LLP



New York, New York
March 15, 1999


<PAGE>
                                                                   Exhibit 28.1
                                   March 15, 1999



Management   Report  on  Internal  Control  Over   Servicing   of
Securitized Automobile Financing Receivables

Management  of Chase Manhattan Bank USA, N.A. is responsible  for
establishing  and  maintaining an effective  system  of  internal
control   over  servicing  of  securitized  automobile  financing
receivables,  which  is designed to provide reasonable  assurance
regarding   the   proper  servicing  of  securitized   automobile
financing   receivables.   The  system  contains  self-monitoring
mechanisms, and actions are taken to correct deficiencies as they
are identified.

There are inherent limitations in the effectiveness of any system
of internal control, including the possibility of human error and
the  circumvention or overriding of controls.  Accordingly,  even
an  effective internal control system can provide only reasonable
assurance  with  respect  to servicing of securitized  automobile
financing   receivables.   Further,   because   of   changes   in
conditions, the effectiveness of an internal control  system  may
vary over time.

Management of Chase Manhattan Bank USA, N.A. assessed its  system
of  internal  control  over servicing of  securitized  automobile
financing  receivables as of December 31,  1998  in  relation  to
criteria  for  effective internal control described in  "Internal
Control  -  Integrated  Framework" issued  by  the  Committee  of
Sponsoring  Organizations of the Treadway Commission.   Based  on
this  assessment, management believes that, as  of  December  31,
1998,  Chase  Manhattan  Bank USA, N.A. maintained  an  effective
system   of   internal  control  over  servicing  of  securitized
automobile financing receivables.



                                   /s/ Keith Schuck
                                   ----------------
                                   Keith Schuck
                                   Vice President
                                   Chase Manhattan Bank USA, N.A.




<PAGE>
                                                                   Exhibit 28.2

Report of Independent Accountants

March 15, 1999

To the Board of Directors of
Chase Manhattan Bank USA, N.A.

We have examined management's assertion that, as of December 31,
1998, Chase Manhattan Bank USA, N.A. maintained an effective
system of internal control over servicing of securitized
automobile financing receivables, included in the accompanying
Management Report on Internal Control Over Servicing of
Securitized Automobile Financing Receivables.

Our examination was made in accordance with standards established
by the American Institute of Certified Public Accountants and,
accordingly, included obtaining an understanding of the internal
control over servicing of securitized automobile financing
receivables, testing and evaluating the design and operating
effectiveness of the internal control, and such other procedures
as we considered necessary in the circumstances. We believe that
our examination provides a reasonable basis for our opinion.

Because of inherent limitations in any internal control, errors
or irregularities may occur and not be detected. Also,
projections of any evaluation of the internal control over
financial reporting to future periods are subject to the risk
that the internal control may become inadequate because of
changes in conditions, or that the degree of compliance with the
policies or procedures may deteriorate.

In our opinion, management's assertion that, as of December 31,
1998, Chase Manhattan Bank USA, N.A. maintained an effective
system of internal control over servicing of securitized
automobile financing receivables, is fairly stated, in all
material respects, based upon the criteria for effective internal
control described in "Internal Control - Integrated Framework"
issued by the Committee of Sponsoring Organizations of the
Treadway Commission.


PRICEWATERHOUSECOOPERS LLP



New York, New York
March 15, 1999


<PAGE>
                                                                  Exhibit 28.3

                  ANNUAL SERVICER'S CERTIFICATE
                                
                 CHASE MANHATTAN BANK USA, N.A.


              Chase Manhattan Auto Owner Trust  1998-B


      The  undersigned, a duly authorized representative of Chase
Manhattan  Bank USA, N.A. ("Chase USA"), as Seller  and  Servicer
pursuant to the Sale and Servicing Agreement dated as of June  1,
1997  (the  "Sale and Servicing Agreement") by and between  Chase
USA and Wilmington Trust Company, as Owner Trustee (the "Owner Trustee")
does hereby certify that:

       1.  A review of the activities of the Servicer during the period
           from January 1, 1998 until December 31, 1998 was conducted under
           my supervision.
     
       2.  Based on such review, the Servicer has, to the best of my
           knowledge, fully performed in all material respects all its
           obligations under the Pooling and Servicing Agreement throughout
           such period and no material default in the performance of such
           obligations has occurred or is continuing except as set forth in
           paragraph 3 below.
     
       3. None.

      IN  WITNESS WHEREOF, the undersigned has duly executed this
certificate this 15th day of March 1999.



                                   /s/ Keith Schuck
                                  -----------------
                                   Keith Schuck
                                   Vice President