SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO RULE 13d-2(b)
(Amendment No. 1) *
THE BRINK'S COMPANY
( NAME OF ISSUER )
COMMON STOCK
(Title of Class of Securities)
109696104
(CUSIP Number)
DECEMBER 31,2007
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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X Rule 13d-1 (b)
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Rule 13d-1 (c)
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Rule 13d-1 (d)
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| CUSIP No. 109696104 |
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Page 1
of 3 pages
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Names of reporting persons | ||
| I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY) | |||
| JPMorgan Chase Bank, N.A., as Directed Trustee of The Brink's Company Employee Benefits Trust |
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* | (a) |
| (b) |
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SEC USE ONLY |
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CITIZENSHIP OR PLACE OF ORGANIZATION |
| United States |
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SOLE VOTING POWER | 0 |
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SHARED VOTING POWER | 2,723,989 |
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SOLE DISPOSITIVE POWER | 0 |
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SHARED DISPOSITIVE POWER | 2,723,989 |
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON |
| 2,723,989 |
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES | |
| CERTAIN SHARES |
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9) |
| 5.62% |
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TYPE OF REPORTING PERSON* | BK,OO |
| Item 1(a). | Name of Issuer: |
| The Brink's Company |
| Item 1(b). | Address of Issuer's Principal Executive Offices: |
| 1801 Bayberry Court, Richmond, VA 23226-8100 |
| Item 2(a). | Name of Person Filing: |
| JPMorgan Chase Bank, N.A., as Directed Trustee of The Brink's Company Employee Benefits Trust |
| Item 2(b). | Address of Principal Business Office or, if None, Residence: |
| 1111
Polaris Parkway
Columbus, Ohio 43240 |
| Item 2(c). | Citizenship |
| United States |
| Item 2(d). | Title of Class of Securities: |
| Common Stock | |
| Unless otherwise noted, security being reported is common stock |
| Item 2(e). | CUSIP Number: | 109696104 |
| Item 3 | If this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) |
| Or (c), Check Whether the Person Filing is a : |
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Broker or dealer registered under Section 15 of the Exchange Act; | ||
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X | Bank as defined in
Section 3(a)(6) of the Exchange Act;
(See Item 2(a) above) |
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Insurance company as defined in Section 3(a)(19) of the | ||
| Exchange Act; | |||
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Investment company registered under Section 8 of the Investment | ||
| Company Act; | |||
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An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E); | ||
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An employee benefit plan or endowment fund in accordance with | ||
| Rule 13d-1(b)(1)(ii)(F); | |||
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A parent holding company or control person in accordance with | |
| Rule 13d-1(b)(1)(ii)(G); | |||
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A savings association as defined in Section 3(b) of the Federal | ||
| Deposit Insurance Act; | |||
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A church plan that is excluded from the definition of an | ||
| Investment company under Section 3(c)(14) of the Investment | |||
| Company act; | |||
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Group, in accordance with Rule 13d-1(b)(1)(ii)(J). |
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X
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Page 2 of 3 pages
| Item 4. | Ownership |
| Provide the following information regarding the aggregate number and | |||||||||||
| Percentage of the class of securities of issuer identified in Item 1. | |||||||||||
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Amount beneficially owned: 2,723,989 | ||||||||||
| Including 0 shares where there is a Right to Acquire. | |||||||||||
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Percent
of class: 5.62%
Based on total outstanding shares as of October 31, 2007, as reported in the Company's Form 10-Q for the quarter ended September 30, 2007. |
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Number of shares as to which such person has: | ||||||||||
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Sole power to vote or to direct the vote: | 0 | |||||||||
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Shared power to vote or to direct the vote: | 2,723,989 | |||||||||
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Sole power to dispose or to direct the disposition of: | 0 | |||||||||
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Shared power to dispose or to direct the disposition of: | 2,723,989 | |||||||||
| The 2,723,989 shares
of Common Stock are held in the trust (the "Trust") created pursuant to
the Trust Agreement, dated December 7, 1992, as amended (the "Trust Agreement"),
by and between The Brink's Company, a Virginia corporation (the "Company"),
and JPMorgan Chase Bank, N.A., as trustee (the "Trustee") of the Trust.
The Trustee has no discretion in the manner in which the shares of Common Stock held in the Trust will be voted. The manner in which shares of Common Stock held in the Trust are voted, or are tendered in response to any tender or exchange offer for shares of Common Stock, is determined in accordance with the terms of the Trust Agreement. Shares of Common Stock
acquired pursuant to the Trust Agreement and held in the Trust may be released
from the Trust by the Trustee only upon the direction of the Company's
Administrative Committee in the manner set forth in the Trust Agreement.
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| Item 5. | Ownership of Five Percent or Less of a Class. |
| Not Applicable |
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person. |
| Not Applicable |
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the |
| Security being reported on by the Parent Holding Company. | |
| Not Applicable |
| Item 8. | Identification and Classification of Members of the Group. |
| Not Applicable |
| Item 9. | Notice of Dissolution of Group. |
| Not Applicable |
| Item 10. | Certifications |
| By signing below I certify that, to the best of my knowledge and belief, |
| the securities referred to above were not acquired and are not held for the |
| purpose of or with the effect of changing or influencing the control of the |
| issuer of the securities and were not acquired and are not held in connection |
| with or as a participant in any transaction having that purpose or effect. |
Page 3 of 3 pages
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| After reasonable inquiry and to the best of my knowledge and belief, I certify that the |
| information set forth in this statement is true, complete and correct. |
| Dated: FEBRUARY 13,2008 |
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| The original statement shall be signed by each person on whose behalf the statement |
| is filed or his authorized representative. If the statement is signed on behalf of |
| a person by his authorized representative (other than an executive officer or general |
| partner of the filing person), evidence of the representative's authority to sign on |
| behalf of such person shall be filed with the statement, provided, however, that a |
| power of attorney for this purpose which is already on file with the commission may |
| be incorporated by reference. The name and any title of each person who signs the |
| the statement shall be typed or printed beneath his signature. |