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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM T-1
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939 OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
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[ ] CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT
TO SECTION 305(b)(2)
WELLS FARGO BANK, NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
A NATIONAL BANKING ASSOCIATION 94-1347393
(Jurisdiction of incorporation or (I.R.S. Employer
organization if not a U.S. national Identification No.)
bank)
101 NORTH PHILLIPS AVENUE
SIOUX FALLS, SOUTH DAKOTA 57104
(Address of principal executive offices) (Zip code)
WELLS FARGO & COMPANY
LAW DEPARTMENT, TRUST SECTION
MAC N9305-175
SIXTH STREET AND MARQUETTE AVENUE, 17TH FLOOR
MINNEAPOLIS, MINNESOTA 55479
(612) 667-4608
(Name, address and telephone number of agent for service)
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ALAMOSA (DELAWARE), INC.(1)
(Exact name of obligor as specified in its charter)
DELAWARE 75-2843707
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
5225 S. LOOP 289
LUBBOCK, TEXAS 79424
(Address of principal executive offices) (Zip code)
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8.50% SENIOR NOTES DUE 2012
(Title of the indenture securities)
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(1) See Table 1 - List of additional obligors
Table 1
STATE OR OTHER
JURISDICTION OF PRIMARY STANDARD
INCORPORATION OR INDUSTRIAL CLASSIFICATION I.R.S. EMPLOYER
GUARANTOR* FORMATION CODE NUMBER IDENTIFICATION NUMBER
- ------------------------------------------ ---------------- ------------------------- ---------------------
Alamosa Holdings, LLC Delaware 4812 75-2900875
Alamosa PCS, Inc. Delaware 4812 74-2938804
Alamosa Missouri, LLC Missouri 4812 43-1827437
Alamosa Missouri Properties, LLC Missouri 4812 43-1860773
Washington Oregon Wireless, LLC Oregon 4812 93-1249029
Washington Oregon Wireless Properties, LLC Delaware 4812 93-1311633
Washington Oregon Wireless Licenses, LLC Delaware 4812 93-1311636
SWLP, L.L.C. Oklahoma 4812 75-2900875
SWGP, L.L.C. Oklahoma 4812 75-2900875
Southwest PCS, L.P. Oklahoma 4812 73-1545917
Southwest PCS Properties, LLC Delaware 4812 52-2303150
Southwest PCS Licenses, LLC Delaware 4812 52-2303152
Alamosa Wisconsin GP, LLC Wisconsin 4812 74-2938804
Alamosa Wisconsin Limited Partnership Wisconsin 4812 74-2938839
Alamosa (Wisconsin) Properties, LLC Wisconsin 4812 74-2938839
Alamosa Finance, LLC Delaware 4812 74-2938804
Alamosa Limited, LLC Delaware 4812 74-2938804
Alamosa Delaware GP, LLC Delaware 4812 74-2938804
Texas Telecommunications, LP Texas 4812 75-2851320
Alamosa Properties, LP Texas 4812 75-2921304
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* Address and telephone number of principal executive offices are the same as
those of Alamosa (Delaware), Inc.
Item 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.
Comptroller of the Currency
Treasury Department
Washington, D.C.
Federal Deposit Insurance Corporation
Washington, D.C.
Federal Reserve Bank of San Francisco
San Francisco, California 94120
(b) Whether it is authorized to exercise corporate trust powers.
The trustee is authorized to exercise corporate trust powers.
Item 2. Affiliations with Obligor. If the obligor is an affiliate of the
trustee, describe each such affiliation.
None with respect to the trustee.
No responses are included for Items 3-14 of this Form T-1 because the obligor is
not in default as provided under Item 13.
Item 15. Foreign Trustee. Not applicable.
Item 16. List of Exhibits. List below all exhibits filed as a part of this
Statement of Eligibility.
Exhibit 1. A copy of the Articles of Association of the trustee now in
effect.*
Exhibit 2. A copy of the Comptroller of the Currency Certificate of
Corporate Existence and Fiduciary Powers for Wells Fargo Bank,
National Association, dated February 4, 2004.**
Exhibit 3. See Exhibit 2
Exhibit 4. Copy of By-laws of the trustee as now in effect.***
Exhibit 5. Not applicable.
Exhibit 6. The consent of the trustee required by Section 321(b) of the
Act.
Exhibit 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 8. Not applicable.
Exhibit 9. Not applicable.
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* Incorporated by reference to the exhibit of the same number to the
trustee's Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004
of Trans-Lux Corporation file number 022-28721.
** Incorporated by reference to the exhibit of the same number to the
trustee's Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004
of Trans-Lux Corporation file number 022-28721.
*** Incorporated by reference to the exhibit of the same number to the
trustee's Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004
of Trans-Lux Corporation file number 022-28721.
****Wells Fargo Bank Minnesota, National Association was consolidated into
Wells Fargo Bank, National Association effective February 20, 2004.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the
trustee, Wells Fargo 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 to be signed on its behalf by the
undersigned, thereunto duly authorized, all in the City of Minneapolis and State
of Minnesota on the 15th day of April 2004.
WELLS FARGO BANK, NATIONAL ASSOCIATION
/s/ Michael T. Lechner
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Michael T. Lechner
Assistant Vice President
EXHIBIT 6
April 15, 2004
Securities and Exchange Commission
Washington, D.C. 20549
Gentlemen:
In accordance with Section 321(b) of the Trust Indenture Act of 1939, as
amended, the undersigned hereby consents that reports of examination of the
undersigned made by Federal, State, Territorial, or District authorities
authorized to make such examination may be furnished by such authorities to the
Securities and Exchange Commission upon its request therefor.
Very truly yours,
WELLS FARGO BANK, NATIONAL ASSOCIATION
/s/ Michael T. Lechner
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Michael T. Lechner
Assistant Vice President
Exhibit 7
Consolidated Report of Condition of
Wells Fargo Bank Minnesota, National Association
of Sixth Street and Marquette Avenue, Minneapolis, MN 55479
And Foreign and Domestic Subsidiaries,
at the close of business December 31, 2003, filed in accordance with 12 U.S.C.
(section)161 for National Banks.
Dollar Amounts
In Millions
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ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin $ 1,322
Interest-bearing balances 127
Securities:
Held-to-maturity securities 0
Available-for-sale securities 2,568
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices 1,053
Securities purchased under agreements to resell 0
Loans and lease financing receivables:
Loans and leases held for sale 14,457
Loans and leases, net of unearned income 27,715
LESS: Allowance for loan and lease losses 284
Loans and leases, net of unearned income and allowance 27,431
Trading Assets 49
Premises and fixed assets (including capitalized leases) 180
Other real estate owned 12
Investments in unconsolidated subsidiaries and associated companies 0
Customers' liability to this bank on acceptances outstanding 22
Intangible assets
Goodwill 291
Other intangible assets 9
Other assets 1,281
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Total assets $48,802
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LIABILITIES
Deposits:
In domestic offices $29,890
Noninterest-bearing 17,097
Interest-bearing 12,793
In foreign offices, Edge and Agreement subsidiaries, and IBFs 4
Noninterest-bearing 0
Interest-bearing 4
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices 9,295
Securities sold under agreements to repurchase 237
Dollar Amounts
In Millions
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Trading liabilities 2
Other borrowed money
(includes mortgage indebtedness and obligations under capitalized leases) 4,543
Bank's liability on acceptances executed and outstanding 22
Subordinated notes and debentures 0
Other liabilities 973
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Total liabilities $44,966
Minority interest in consolidated subsidiaries 0
EQUITY CAPITAL
Perpetual preferred stock and related surplus 0
Common stock 100
Surplus (exclude all surplus related to preferred stock) 2,134
Retained earnings 1,546
Accumulated other comprehensive income 56
Other equity capital components 0
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Total equity capital 3,836
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Total liabilities, minority interest, and equity capital $48,802
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I, Karen B. Martin, Vice President of the above-named bank do hereby declare
that this Report of Condition has been prepared in conformance with the
instructions issued by the appropriate Federal regulatory authority and is true
to the best of my knowledge and belief.
Karen B. Martin
Vice President
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 appropriate Federal regulatory authority and is true and correct.
Jon R. Campbell
Marilyn A. Dahl Directors
Gerald B. Stenson
Exhibit 7
Consolidated Report of Condition of
Wells Fargo Bank National Association
of 420 Montgomery Street, San Francisco, CA 94163
And Foreign and Domestic Subsidiaries,
at the close of business December 31, 2003, filed in accordance with 12 U.S.C.
(section)161 for National Banks.
Dollar Amounts
In Millions
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ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin $ 11,411
Interest-bearing balances 3,845
Securities:
Held-to-maturity securities 0
Available-for-sale securities 17,052
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices 516
Securities purchased under agreements to resell 109
Loans and lease financing receivables:
Loans and leases held for sale 14,571
Loans and leases, net of unearned income 172,511
LESS: Allowance for loan and lease losses 1,554
Loans and leases, net of unearned income and allowance 170,957
Trading Assets 6,255
Premises and fixed assets (including capitalized leases) 2,067
Other real estate owned 144
Investments in unconsolidated subsidiaries and associated companies 306
Customers' liability to this bank on acceptances outstanding 68
Intangible assets
Goodwill 6,814
Other intangible assets 7,501
Other assets 8,858
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Total assets $250,474
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LIABILITIES
Deposits:
In domestic offices $157,695
Noninterest-bearing 44,315
Interest-bearing 113,380
In foreign offices, Edge and Agreement subsidiaries, and IBFs 16,249
Noninterest-bearing 6
Interest-bearing 16,243
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices 14,685
Securities sold under agreements to repurchase 1,613
Dollar Amounts
In Millions
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Trading liabilities 4,277
Other borrowed money
(includes mortgage indebtedness and obligations under capitalized leases) 18,212
Bank's liability on acceptances executed and outstanding 68
Subordinated notes and debentures 6,742
Other liabilities 7,358
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Total liabilities $226,899
Minority interest in consolidated subsidiaries 60
EQUITY CAPITAL
Perpetual preferred stock and related
surplus
0
Common stock 520
Surplus (exclude all surplus related to preferred stock) 17,709
Retained earnings 4,920
Accumulated other comprehensive income 366
Other equity capital components 0
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Total equity capital 23,515
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Total liabilities, minority interest, and equity capital $250,474
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I, James E. Hanson, Vice President of the above-named bank do hereby declare
that this Report of Condition has been prepared in conformance with the
instructions issued by the appropriate Federal regulatory authority and is true
to the best of my knowledge and belief.
James E. Hanson
Vice President
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 appropriate Federal regulatory authority and is true and correct.
Carrie L. Tolstedt
Howard Atkins Directors
John Stumpf
