EXHIBIT 25.1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM T-1
STATEMENT OF ELIGIBILITY UNDER
THE TRUST INDENTURE ACT OF 1939 OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF
A TRUSTEE PURSUANT TO SECTION 305(b)(2)
THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)
NEW YORK
(State of incorporation if not a U.S. national bank)
13-5160382
(I.R.S. employer identification no.)
| One Wall Street, New York, New York | 10286 | |
| (Address of principal executive offices) | (Zip Code) |
The Bank of New York
10161 Centurion Parkway
Jacksonville, Florida 32256
Attn: Mr. Derek Kettel
(904) 998-4716
(Name, address and telephone number of agent for service)
Bank of America Corporation
(Exact name of obligor as specified in its charter)
| Delaware | 56-0906609 | |
| (State or other jurisdiction of incorporation or organization) |
(IRS employer identification no.) |
Bank of America Corporate Center
100 North Tryon Street
Charlotte, North Carolina 28255
(704) 386-5972
(Address, zip code and telephone number of principal executive offices)
Debt Securities
(Title of the indenture securities)
| 1. | General Information. |
Furnish the following information as to the trustee—
| (a) | Name and address of each examining or supervising authority to which it is subject. |
Superintendent of Banks of the State of New York
2 Rector Street
New York, N.Y. 10006, and Albany, N.Y. 12203
Federal Reserve Bank of New York
33 Liberty Plaza
New York, N.Y. 10045
Federal Deposit Insurance Corporation
Washington, D.C. 20429
New York Clearing House Association
New York, N.Y. 10005
| (b) | Whether it is authorized to exercise corporate trust powers. |
Yes.
| 2. | Affiliations with Obligor. |
If the obligor is an affiliate of the trustee, describe each such affiliation.
None.
| 3-15 | Not Applicable |
| 16. | List of Exhibits. |
Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as an exhibit hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of 1939 (the “Act”) and 17 C.F.R. 229.10(d).
(1) A copy of the Organization Certificate of The Bank of New York (formerly Irving Trust Company) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672 and Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637.)
(4) A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 33-31019.)
(6) The consent of the Trustee required by Section 321(b) of the Act. (Exhibit 6 to Form T-1 filed with Registration No. 33-44051.)
(7) A copy of the latest report of condition of the Trustee published pursuant to law or the requirements of its supervising or examining authority.
EXHIBIT 6 TO FORM T-1
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture Act of 1939, in connection with the proposed issuance of Bank of America Corporation Debt Securities, The Bank of New York hereby consents that reports of examinations by Federal, State, Territorial or District Authorities may be furnished by such authorities to the Securities and Exchange Commission upon request therefor.
| THE BANK OF NEW YORK | ||
| By: | /s/ DEREK KETTEL | |
| Derek Kettel, Agent | ||
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of New York, a corporation organized and existing under the laws of the State of New York, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Jacksonville and the State of Florida, on the 11th day of February, 2004.
| THE BANK OF NEW YORK | ||
| By: | /s/ DEREK KETTEL | |
| Derek Kettel, Agent | ||
EXHIBIT 7 TO FORM T-1
Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries, a member of the Federal Reserve System, at the close of business September 30, 2003, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act.
| Dollar Amounts in Thousands | |||
| ASSETS |
|||
| Cash and balances due from depository institutions: |
|||
| Noninterest-bearing balances and currency and coin |
$ | 3,688,426 | |
| Interest-bearing balances |
4,380,259 | ||
| Securities: |
|||
| Held-to-maturity securities |
270,396 | ||
| Available-for-sale securities |
21,509,356 | ||
| Federal funds sold and securities purchased under agreements to resell: |
|||
| Federal funds sold in domestic offices |
1,269,945 | ||
| Securities purchased under agreements to resell |
5,320,737 | ||
| Loans and lease financing receivables: |
|||
| Loans and leases held for sale |
629,178 | ||
| Loans and leases, net of unearned income |
38,241,326 | ||
| LESS: Allowance for loan and lease losses |
813,502 | ||
| Loans and leases, net of unearned income and allowance and reserve |
37,427,824 | ||
| Trading assets |
6,323,529 | ||
| Premises and fixed assets (including capitalized leases) |
938,488 | ||
| Other real estate owned |
431 | ||
| Investments in unconsolidated subsidiaries and associated companies |
256,230 | ||
| Customers’ liability to this bank on acceptances outstanding |
191,307 | ||
| Intangible assets |
|||
| Goodwill |
2,562,478 | ||
| Other Intangible Assets |
798,536 | ||
| Other assets |
6,636,012 | ||
| Total assets |
$ | 92,203,132 | |
| LIABILITIES |
|||
| Deposits: |
|||
| In domestic offices |
$ | 35,637,801 | |
| Noninterest-bearing |
15,795,823 | ||
| Interest-bearing |
19,841,978 | ||
| In foreign offices, Edge and Agreement subsidiaries, and IBFs |
23,759,599 | ||
| Noninterest-bearing |
599,397 | ||
| Interest-bearing |
23,160,202 | ||
| Federal funds purchased and securities sold under agreements to repurchased: |
|||
| Federal funds purchased in domestic offices |
464,907 | ||
| Securities sold under agreements to repurchase |
693,638 | ||
| Trading liabilities |
2,634,445 | ||
| Other borrowed money: (includes mortgage indebtedness and obligations under capitalized leases) |
11,168,402 | ||
| Bank’s liability on acceptances executed and outstanding |
193,690 | ||
| Subordinated notes and debentures |
2,390,000 | ||
| Other liabilities |
6,573,955 | ||
| Total liabilities |
83,516,437 | ||
| Minority interest in consolidated subsidiaries |
519,418 | ||
| EQUITY CAPITAL |
|||
| Common stock |
1,135,284 | ||
| Surplus |
2,057,234 | ||
| Retained earnings |
4,892,597 | ||
| Accumulated other comprehensive income |
82,162 | ||
| Other equity capital components |
0 | ||
| Total equity capital |
8,167,277 | ||
| Total liabilities and equity capital |
$ | 92,203,132 | |
I, Thomas J. Mastro, Senior Vice President and Comptroller of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the Board of Governors of the Federal Reserve System and is true to the best of my knowledge and belief.
Thomas J. Mastro
We, the undersigned directors, attest to the correctness of this Report of Condition and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the Board of Governors of the Federal Reserve System and is true and correct.
Thomas A. Renyi )
Gerald L. Hassell ) Directors
Alan R. Griffith )