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)
U.S. BANK NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)
31-0841368
I.R.S. Employer Identification No.
| 800 Nicollet Mall Minneapolis, Minnesota (Address of principal executive offices) | 55402 (Zip Code) |
Richard Prokosch
U.S. Bank National Association
60 Livingston Avenue
St. Paul, MN 55107
(651) 495-3918
(Name, address and telephone number of agent for service)
American Equity Investment Life Holding Company
(Issuer with respect to the Securities)
| Delaware (State or other jurisdiction of incorporation or organization) | 47-0938234 (I.R.S. Employer Identification No.) | |
5000 Westown Parkway, Suite 440 West Des Moines, Iowa (Address of Principal Executive Offices) | 50266 (Zip Code) |
5.25% Contingent Convertible Senior Notes due 2024
Series B 5.25% Contingent Convertible Senior Notes due 2024
(Title of the Indenture Securities)
FORM T-1
Item 1. GENERAL INFORMATION. Furnish the following information as to the Trustee.
Comptroller of the Currency
Washington, D.C.
Yes
Item 2. AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.
None
Items 3-15 Items 3-15 are not applicable because to the best of the Trustee's knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee.
Item 16. LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.
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NOTE
The answers to this statement insofar as such answers relate to what persons have been underwriters for any securities of the obligors within three years prior to the date of filing this statement, or what persons are owners of 10% or more of the voting securities of the obligors, or affiliates, are based upon information furnished to the Trustee by the obligors. While the Trustee has no reason to doubt the accuracy of any such information, it cannot accept any responsibility therefor.
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of St. Paul, State of Minnesota on the 1st of April, 2005.
By: | /s/ RICHARD PROKOSCH Richard Prokosch Vice President |
By: | /s/ LORI-ANNE ROSENBERG Lori-Anne Rosenberg Vice President |
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Exhibit 6
CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.
Date: April 1, 2005 | By: | /s/ RICHARD PROKOSCH Richard Prokosch Vice President |
By: | /s/ LORI-ANNE ROSENBERG Lori-Anne Rosenberg Vice President |
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Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 12/31/2004
($000's)
| | 9/30/2004 | ||||
|---|---|---|---|---|---|
| Assets | |||||
| Cash and Due From Depository Institutions | $ | 6,340,324 | |||
| Federal Reserve Stock | 0 | ||||
| Securities | 41,160,517 | ||||
| Federal Funds | 2,727,496 | ||||
| Loans & Lease Financing Receivables | 122,755,374 | ||||
| Fixed Assets | 1,791,705 | ||||
| Intangible Assets | 10,104,022 | ||||
| Other Assets | 9,557,200 | ||||
| Total Assets | $ | 194,436,638 | |||
| Liabilities | |||||
| Deposits | $ | 128,301,617 | |||
| Fed Funds | 8,226,759 | ||||
| Treasury Demand Notes | 0 | ||||
| Trading Liabilities | 156,654 | ||||
| Other Borrowed Money | 25,478,470 | ||||
| Acceptances | 94,553 | ||||
| Subordinated Notes and Debentures | 6,386,971 | ||||
| Other Liabilities | 5,910,141 | ||||
| Total Liabilities | $ | 174,555,165 | |||
| Equity | |||||
| Minority Interest in Subsidiaries | $ | 1,016,160 | |||
| Common and Preferred Stock | 18,200 | ||||
| Surplus | 11,792,288 | ||||
| Undivided Profits | 7,054,825 | ||||
| Total Equity Capital | $ | 19,881,473 | |||
| Total Liabilities and Equity Capital | $ | 194,436,638 | |||
To the best of the undersigned's determination, as of the date hereof, the above financial information is true and correct.
U.S. Bank National Association
By: | /s/ RICHARD PROKOSCH Richard Prokosch Vice President |
Date: April 1, 2005
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