<PAGE>   1
 
                                 UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C. 20549
                            ------------------------
 
                                   FORM 10-K
              ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934
 
             FOR THE FISCAL YEAR ENDED          COMMISSION FILE NUMBER
                 DECEMBER 31, 1996                      0-20469
 
                            ------------------------
 
                             U.S. TRUST CORPORATION
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
 
                 NEW YORK                                 13-3818952
     (STATE OR OTHER JURISDICTION OF                   (I.R.S. EMPLOYER
      INCORPORATION OR ORGANIZATION)                 IDENTIFICATION NO.)

 114 WEST 47TH STREET, NEW YORK, NEW YORK                   10036
 (ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                 (ZIP CODE)
 
       REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (212) 852-1000
                            ------------------------
 
          SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
                                      None
 
          SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                     Common Shares, Par Value $1 Per Share
                                (Title of Class)
 
     Rights to Purchase Series A Participating Cumulative Preferred Shares
                                (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 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. [ ]
 
State the aggregate market value of the voting stock held by non-affiliates of
the registrant. The aggregate market value shall be computed by reference to the
price at which the stock was sold, or the average bid and asked prices of such
stock, as of a specified date within 60 days prior to the date of filing. (See
definition of affiliate in Rule 405, 17 CFR 230.405.)
 
                      $838,358,060 as of January 31, 1997
 
Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.
 
    19,726,072 Common Shares, Par Value $1 Per Share, as of January 31, 1997
 
                      DOCUMENTS INCORPORATED BY REFERENCE
 
Portions of the Annual Report to Shareholders for the fiscal year ended December
31, 1996 are incorporated by reference into Parts I and II. Portions of the
Definitive Proxy Statement for the Annual Meeting of Shareholders to be held
April 22, 1997 are incorporated by reference into Part III.
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                           10-K CROSS-REFERENCE INDEX
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PART I
Item 1      Business.............................................................      74-77,(a)
Item 2      Properties...........................................................         77,(a)
Item 3      Legal Proceedings....................................................         75,(a)
Item 4      Submissions of Matters to a Vote of Security Holders.................            (b)
PART II
Item 5      Market for Registrant's Common Equity and Related Stockholder
            Matters..............................................................         66,(a)
Item 6      Selected Financial Data..............................................         68,(a)
Item 7      Management's Discussion and Analysis of Financial Condition and
            Results of Operations................................................      32-40,(a)
Item 8      Financial Statements and Supplementary Data..........................      41-67,(a)
Item 9      Changes in and Disagreements with Accountants on Accounting and
            Financial Disclosure.................................................            (b)
PART III
Item 10     Directors and Executive Officers of the Registrant...................     77,(a),(c)
Item 11     Executive Compensation...............................................            (c)
Item 12     Security Ownership of Certain Beneficial Owners and Management.......            (c)
Item 13     Certain Relationships and Related Transactions.......................            (c)
PART IV
Item 14     Exhibits, Financial Statement Schedules, and Reports on Form 8-K.....        3-5,(d)
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(a) Incorporated by reference to the Annual Report to Shareholders for the
    fiscal year ended December 31, 1996.
 
(b) Nothing to report.
 
(c) Incorporated by reference to the definitive Proxy Statement for the Annual
    Meeting of Shareholders to be held April 22, 1997.
 
(d) Reports on Form 8-K: Nothing to report. Other schedules are omitted because
    the required information either is not applicable or is not present in
    amounts sufficient to require submission of schedule.
 
                                        2
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                               INDEX OF EXHIBITS
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<TABLE>
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Exhibit No.                                           Item
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<C>             <S>
    2.1         Agreement and Plan of Merger dated as of November 18, 1994 (as amended,
                supplemented or otherwise modified from time to time) between The Chase
                Manhattan Corporation ("Chase") and the former U.S. Trust Corporation ("UST"),
                filed as Appendix A to Exhibit 99.1 ("Exhibit 99.1") to UST's Annual Report on
                Form 10-K (File No. 0-8709) for the fiscal year ended December 31, 1994.(1)(2)
 
    2.2         Form of Agreement and Plan of Distribution among UST, the former United States
                Trust Company of New York ("USTNY"), the Corporation and New U.S. Trust Company
                of New York (the "Trust Company"), filed as Appendix B to Exhibit 99.1.(1)(2)
 
    2.3         Form of Contribution and Assumption Agreement between USTNY and the Trust
                Company, filed as Appendix C to Exhibit 99.1.(1)(2)
 
    2.4         Form of Post Closing Covenants Agreement among Chase, UST, USTNY, the
                Corporation and the Trust Company, filed as Appendix D to Exhibit 99.1.(1)
 
    2.5         Tax Allocation Agreement dated as of September 1, 1995 among UST, the
                Corporation and Chase, filed as Exhibit 2.5 to the Corporation's Quarterly
                Report on Form 10-Q for the quarter ended September 30, 1995.(1)
 
    2.6         Services Agreement between USTNY and the Trust Company, dated September 1, 1995,
                filed as Exhibit 2.6 to Amendment No. 1, dated December 27, 1995 to the
                Corporation's Quarterly Report on Form 10-Q for the quarter ended September 30,
                1995.(1)
 
    3.1         Restated Certificate of Incorporation of the Corporation, filed as Exhibit 4(b)
                to the Corporation's Registration Statement on Form S-8 (Registration No.
                33-62371).(1)
 
    3.2         By-Laws of the Corporation, filed as Appendix II to the Corporation's
                Registration Statement on Form 10 dated February 9, 1995.(1)
 
    4           Note: The exhibits filed herewith do not include the instruments with respect to
                long-term debt of the Corporation and its subsidiaries, inasmuch as the total
                amount of debt authorized under any such instrument does not exceed 10% of the
                total assets of the Corporation and its subsidiaries on a consolidated basis.
                The Corporation agrees, pursuant to Item 601 (b)(4)(iii) of Regulation S-K, that
                it will furnish a copy of any such instrument to the Securities and Exchange
                Commission upon request.
 
    4.1         Rights Agreement, dated as of September 1, 1995, between the Corporation and
                First Chicago Trust Company of New York, as Rights Agent, filed on September 5,
                1995 as Exhibit 1 to the Corporation's Registration Statement on Form 8-A.(1)
 
    4.2         Specimen certificate representing Rights to Purchase the Corporation's Series A
                Participating Cumulative Preferred Shares, filed on September 5, 1995 as Exhibit
                B to Exhibit 1 to the Corporation's Registration Statement on Form 8-A
                registering such Rights.(1)
 
   10.1         Sublease agreement, dated September 1, 1995, between The Chase Manhattan Bank
                (National Association), as Sublessor, and the Trust Company, as Sublessee,
                covering space at 770 Broadway, New York, New York, filed as Exhibit 10.1 to the
                10-Q.(1)
</TABLE>
 
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(1)Incorporated herein by reference.
 
(2)The copy of this document being incorporated by reference herein does not
   include the exhibits and schedules thereto which are identified as being
   omitted in the table of contents of this document. The Corporation undertakes
   to furnish any such omitted exhibits and schedules to the Commission upon its
   request.
 
                                        3
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                        INDEX OF EXHIBITS -- (CONTINUED)
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Exhibit No.                                           Item
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<C>             <S>
    10.2        Lease, dated as of September 10, 1987, between 46-47 Associates, as Lessor, and
                USTNY, as Lessee, covering space at 114 West 47th Street, New York, New York;
                letters modifying the terms of such Lease dated, respectively, September 10,
                1987 and October 2, 1989; Subordination Agreement dated as of September 10, 1987
                between USTNY and 1133 Building Corp. subordinating to such Lease a ground lease
                with respect to the property subject to such Lease; Right of First Refusal dated
                as of September 10, 1987 between USTNY and the Lessor respecting the
                construction of an annex (at 130 West 47th Street, New York, New York) adjacent
                to the property subject to such Lease and which annex is to be subject to such
                Lease; and Agreement dated as of September 10, 1987 among USTNY, the Lessor and
                1155 Office Building Corp. under which USTNY and the Lessor may exercise an
                option to purchase property (at 132 West 47th Street, New York, New York)
                contiguous to the property subject to such Lease, filed as Exhibit (10)(k) to
                UST's Annual Report on Form 10-K (File No. 0-8709) for the fiscal year ended
                December 31, 1989.(1)
    10.3        Lease modification agreement dated December 7, 1987, between 46-47 Associates,
                as Lessor, and USTNY, as Lessee; Modification of Annex Agreement, dated December
                7, 1987, between 46-47 Associates and USTNY; Modification of Right of First
                Refusal Agreement, dated December 7, 1987, between 1133 Building Corp. and
                USTNY, filed as Exhibit 10.5 to UST's Annual Report on Form 10-K (File No.
                0-8709) for the fiscal year ended December 31, 1993 (the "1993 10-K").(1)
    10.4        Confirmation and Clarification Agreement dated March 10, 1992, between 46-47
                Associates, as Lessor, and USTNY, as Lessee, amending the lease agreement dated
                September 10, 1987, filed as Exhibit 10.6 to the 1993 10-K.(1)
    10.5        Clarification of Lease Modification Agreement, dated March 24, 1992, between
                46-47 Associates, as Lessor, and USTNY as Lessee; Clarification of Right of
                First Refusal Agreement, dated March 24, 1992, between 1133 Building Corp. and
                USTNY; Termination of Annex Agreement, dated March 24, 1992, between 46-47
                Associates and USTNY; Agreement, dated March 24, 1992, between 46-47 Associates
                and USTNY; Grant of Easement and Zoning Lot and Development Agreement, dated
                March 24, 1992, between 46-47 Associates and 1133 Building Corp., and Indenture,
                dated March 24, 1992, between 46-47 Associates and David Puchall, filed as
                Exhibit 10.7 to the 1993 10-K.(1)
    10.6        Second Lease Modification Agreement, dated May 10, 1993, between 46-47
                Associates, as Lessor, and USTNY, as Lessee, amending the lease agreement dated
                September 10, 1987, filed as Exhibit 10.8 to the 1993 10-K.(1)
    10.7        License agreement between 46-47 Associates and USTNY for space in Cellar 201 at
                114 West 47th Street, New York, New York, filed as Exhibit 10.9 to UST's Annual
                Report on Form 10-K (File No. 0-8709) for the fiscal year ended December 31,
                1994.(1)
 
                EXECUTIVE COMPENSATION PLANS AND ARRANGEMENTS
    10.8        U.S. Trust Corporation Stock Plan for Non-Officer Directors, as amended and
                restated effective as of September 1, 1995, filed as Exhibit 10.8 to the
                10-Q.(1)
    10.9        1989 Stock Compensation Plan and Predecessor Plans of the Corporation, as
                amended and restated through July 1, 1996.
    10.10       Benefit Equalization Plan of the Corporation, as amended and restated effective
                as of September 1, 1995 filed as Exhibit 10.10 to the 10-Q.(1)
    10.11       Board Members' Retirement Plan of the Corporation, as amended and restated
                effective as of September 1, 1995, filed as Exhibit 10.11 to the 10-Q.(1)
</TABLE>
 
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(1)Incorporated herein by reference.
 
                                        4
<PAGE>   5
 
                        INDEX OF EXHIBITS -- (CONTINUED)
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Exhibit No.                                           Item
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<C>             <S>
    10.12       Board Members' Deferred Compensation Plan of the Corporation, as amended and
                restated through July 1, 1996.
    10.13       1990 Annual Incentive Plan of the Trust Company and Affiliated Companies as
                amended and restated effective as of September 1, 1995, filed as Exhibit 10.13
                to the 10-Q.(1)
    10.14       Incentive Award Plan of the Trust Company and Affiliated Companies as amended
                and restated effective as of September 1, 1995, filed as Exhibit 10.14 to the
                10-Q.(1)
    10.15       1995 Annual Incentive Plan of the Trust Company and Affiliated Companies, as
                amended and restated effective January 1, 1996.
    10.16       1990 Change in Control and Severance Policy for Top Tier Officers of the Trust
                Company and Affiliated Companies as amended and restated effective as of October
                22, 1996.
    10.17       1990 Change in Control and Severance Policy for Officers and Employees of the
                Trust Company and Affiliated Companies as amended and restated effective as of
                October 22, 1996.
    10.18       Executive Deferred Compensation Plan of the Corporation, as amended and restated
                through November 1, 1996.
    10.19       Executive Incentive Plan of the Corporation, as adopted effective September 1,
                1995, filed as Exhibit 10.19 to the 10-Q.(1)
    10.20       1995 Stock Option Plan of the Corporation, as amended and restated effective
                November 1, 1996.
    10.21       Agreements re supplemental retirement benefits for Messrs. Schwarz, Maurer and
                Taylor, as amended and restated as of August 29, 1995, filed as Exhibit 10.21 to
                the 10-Q.(1)
    11          Statement re Computation of Net Income Per Share
    13          1996 Annual Report to Shareholders
    21          List of Subsidiaries
    23          Consent of Independent Accountants
    27          Financial Data Schedule
</TABLE>
 
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(1)Incorporated herein by reference.
 
     This Report has been prepared in accordance with the rules and regulations
of the Securities and Exchange Commission, and the financial statements have
been prepared in accordance with such rules and regulations and with generally
accepted accounting principles, by officers and employees of the Corporation and
its affiliates. This has been done under the general supervision of Richard E.
Brinkmann, Senior Vice President and Comptroller, who has executed this Report
on the Corporation's behalf. It has been reviewed by other operating and staff
personnel of the Corporation and such affiliates and by counsel. The
consolidated financial statements have been audited by Coopers & Lybrand L.L.P.,
independent certified public accountants, as indicated in their report.
 
     This Report contains much detailed information, of which the various
signatories cannot and do not have independent personal knowledge. The
signatories believe, however, that the preparation and review processes
summarized above are such as ordinarily to afford reasonable assurance of
compliance with applicable requirements.
 
                                        5
<PAGE>   6
 
                                   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.
 
                                       U. S. TRUST CORPORATION
                                       (Registrant)
 
                                       By: /s/ RICHARD E. BRINKMANN
                                         ---------------------------------------
                                         Richard E. Brinkmann
                                         Comptroller and Chief
                                         Planning Officer
                                         Dated: March 11, 1997
 
     Pursuant to the requirements of the Securities Exchange Act of 1934, this
Report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
 
<TABLE>
<CAPTION>
                Signature                                    Title                     Date
------------------------------------------      --------------------------------  ---------------
 
<S>                                             <C>                               <C>
 
/s/ H. MARSHALL SCHWARZ                              Chairman of the Board         March 11, 1997
------------------------------------------          and Director (Principal
    H. Marshall Schwarz                                Executive Officer)
 
/s/ JOHN L. KIRBY                                     Treasurer and Chief          March 11, 1997
------------------------------------------             Financial Officer
    John L. Kirby
 
/s/ RICHARD E. BRINKMANN                             Comptroller and Chief         March 11, 1997
------------------------------------------              Planning Officer
    Richard E. Brinkmann
 
/s/ ELEANOR BAUM                                            Director               March 11, 1997
------------------------------------------
    Eleanor Baum
 
/s/ SAMUEL C. BUTLER                                        Director               March 11, 1997
------------------------------------------
    Samuel C. Butler
 
/s/ PETER O. CRISP                                          Director               March 11, 1997
------------------------------------------
    Peter O. Crisp
 
/s/ PAUL W. DOUGLAS                                         Director               March 11, 1997
------------------------------------------
    Paul W. Douglas
 
/s/ ANTONIA M. GRUMBACH                                     Director               March 11, 1997
------------------------------------------
    Antonia M. Grumbach
 
/s/ FREDERIC C. HAMILTON                                    Director               March 11, 1997
------------------------------------------
    Frederic C. Hamilton
 
/s/ PETER L. MALKIN                                         Director               March 11, 1997
------------------------------------------
    Peter L. Malkin
</TABLE>
 
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<CAPTION>
                Signature                                    Title                     Date
------------------------------------------      --------------------------------  ---------------
 
<S>                                             <C>                               <C>
 
/s/ JEFFREY S. MAURER                              President, Chief Operating      March 11, 1997
------------------------------------------            Officer and Director
    Jeffrey S. Maurer
 
/s/ PHILIPPE DE MONTEBELLO                                  Director               March 11, 1997
------------------------------------------
    Philippe de Montebello
 
/s/ DAVID A. OLSEN                                          Director               March 11, 1997
------------------------------------------
    David A. Olsen
 
/s/ PHILIP L. SMITH                                         Director               March 11, 1997
------------------------------------------
    Philip L. Smith
 
/s/ JOHN HOYT STOOKEY                                       Director               March 11, 1997
------------------------------------------
    John Hoyt Stookey
 
/s/ FREDERICK B. TAYLOR                               Vice Chairman of the         March 11, 1997
------------------------------------------          Board, Chief Investment
    Frederick B. Taylor                               Officer and Director
 
/s/ RICHARD F. TUCKER                                       Director               March 11, 1997
------------------------------------------
    Richard F. Tucker
 
/s/ CARROLL L. WAINWRIGHT, JR.                              Director               March 11, 1997
------------------------------------------
    Carroll L. Wainwright, Jr.
 
/s/ ROBERT N. WILSON                                        Director               March 11, 1997
------------------------------------------
    Robert N. Wilson
 
/s/ RUTH A. WOODEN                                          Director               March 11, 1997
------------------------------------------
    Ruth A. Wooden
</TABLE>
 
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