Exhibit 25.5
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) |
BNY MELLON TRUST COMPANY OF ILLINOIS
(formerly known as BNY Midwest Trust Company)
(Exact name of trustee as specified in its charter)
| | |
Illinois | | 36-3800435 |
(State of incorporation | | (I.R.S. employer |
if not a U.S. national bank) | | identification no.) |
| |
2 North LaSalle Street | | |
Suite 1020 | | |
Chicago, Illinois | | 60602 |
(Address of principal executive offices) | | (Zip code) |
Commonwealth Edison Company
(Exact name of obligor as specified in its charter)
| | |
Illinois | | 36-0938600 |
(State or other jurisdiction of | | (I.R.S. employer |
incorporation or organization) | | identification no.) |
| |
440 South LaSalle Street | | |
Suite 3300 | | |
Chicago, Illinois | | 60605-1028 |
(Address of principal executive offices) | | (Zip code) |
First Mortgage Bonds
(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. |
| | |
Name | | Address |
Illinois Department of Financial and | | 320 West Washington Street |
Professional Regulation | | 5thFloor |
Division of Banking | | Springfield, Illinois 62786 |
Compliance Reporting Section | | |
| |
Federal Reserve Bank of Chicago | | 230 S. LaSalle Street |
| | Chicago, Illinois 60603 |
| (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.
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 Articles of Incorporation of BNY Mellon Trust Company of Illinois (formerly known as BNY Midwest Trust Company, CTC Illinois Trust Company and Continental Trust Company) as now in effect. (Exhibit 1 to Form T-1 filed with the Registration Statement No. 333-47688 and Exhibit 1 to Form T-1 filed with the Registration Statement No. 333-158920). |
| 2,3. | A copy of the Certificate of Authority of the Trustee as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 2 to Form T-1 filed with the Registration Statement No. 333-47688 and Exhibit 2 to Form T-1 filed with the Registration Statement No. 333-158920). |
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| 4. | A copy of the existing By-laws of the Trustee (Exhibit 4 to Form T-1 filed with the Registration Statement No. 333-196220). |
| 6. | The consent of the Trustee required by Section 321(b) of the Act (Exhibit 6 to Form T-1 filed with the Registration Statement No. 333-196220). |
| 7. | A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority. |
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SIGNATURE
Pursuant to the requirements of the Act, the trustee, BNY Mellon Trust Company of Illinois, a corporation organized and existing under the laws of the State of Illinois, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Chicago, and State of Illinois, on the 29th day of August, 2016.
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BNY MELLON TRUST COMPANY OF ILLINOIS |
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By: | | /s/ D.G. Donovan |
| | Name: D. G. Donovan |
| | Title: Vice President |
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Exhibit 7
DEPARTMENT OF FINANCIAL AND PROFESSIONAL REGULATION
DIVISION OF BANKING
CONSOLIDATED REPORT OF CONDITION
| | | | |
Trust Company Name: | | BNY MELLON TRUST COMPANY OF ILLINOIS |
Address: | | 2 NORTH LASALLE ST., SUITE 1020 |
City, State, Zip | | CHICAGO, IL 60602 |
Credential Number: | | TRS # 60392 | | (5-digit number-should begin with 60) |
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Include the institution’s domestic & foreign subsidiaries, completed for the period ending as of close of business on: and submitted in response to the call of the Illinois Department of Financial and Professional Regulation. | | | 6/30/2016 | |
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ALTERATION OF THIS FORM IS PROHIBITED AND WILL BE CONSIDERED NON-COMPLIANCE WITH FILING REQUIREMENTS. | |
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| | | | | | | | In Thousands(000) | |
ASSETS | | | | | | | | | | | | |
1. Cash and Due from Depository Institution | | | | | | | | | | | 120,760 | |
2. U.S. Treasury Securities | | | | | | | | | | | 0 | |
3. Obligations of States and Political Subdivisions | | | | | | | | | | | 0 | |
4. Other Bonds, Notes Receivable, and Debentures | | | | | | | | | | | 0 | |
Itemize the Notes Receivable amount listed above: | | | | | | | | | | | | |
Inter-Company/Employee/Director: | | | | | | | | | | | | |
Other (List): | | | | | | | | | | | | |
5. Corporate Stock | | | | | | | | | | | 0 | |
6. Trust Company Premises, Furniture, Fixtures and Other Assets Representing TC Premises | | | | 0 | |
7. Accounts Receivable: | | | | | | | | | | | 747 | |
Itemize Accounts Receivable amount listed above: | | | | | | | | | | | | |
Fee Accounts Receivable | | | 696 | | | | | | | | | |
Inter-Company Account Receivable | | | 51 | | | | | | | | | |
Other (List): | | | | | | | | | | | | |
8. Goodwill | | | | | | | | | | | 0 | |
9. Intangibles | | | | | | | | | | | 0 | |
10. Other Assets | | | | | | | | | | | 0 | |
Itemize assets that account for 10% or greater of Line 11: (Description & Amount) | | | | | |
| | | | | | | | | | | | |
11. TOTAL ASSETS | | | | | | | | | | | 121,507 | |
| | | | | | | | | | | | |
LIABILITIES | | | | | | | | | | | | |
| | | |
12. Accounts Payable | | | | | | | | | | | 443 | |
13. Taxes Payable | | | | | | | | | | | 0 | |
14. Other Liabilities for Borrowed Money | | | | | | | | | | | 0 | |
15. Other Liabilities | | | | | | | | | | | 128 | |
Itemize Liabilities that account for 10% or greater of Line 15) (Description & Amount) | | | | | |
Reserve for Taxes | | | 46 | | | | | | | | | |
Deferred Income | | | 28 | | | | | | | | | |
Accrued Expenses | | | 54 | | | | | | | | | |
| | | | | | | | | | | | |
16. TOTAL LIABILITIES | | | | | | | | | | | 571 | |
| | | | | | | | | | | | |
EQUITY CAPITAL | | | | | | | | | | | | |
| | | |
17. Preferred Stock | | | | | | | | | | | 0 | |
18. Common Stock | | | | | | | | | | | 2,000 | |
19. Surplus | | | | | | | | | | | 71,194 | |
20. Reserve for Operating Expenses | | | | | | | | | | | 0 | |
21. Retained Earnings (Loss) | | | | | | | | | | | 47,742 | |
| | | | | | | | | | | | |
22. TOTAL EQUITY CAPITAL | | | | | | | | | | | 120,936 | |
| | | | | | | | | | | | |
23. TOTAL LIABILITIES AND EQUITY CAPITAL | | | | | | | | | | | 121,507 | |
| | | | | | | | | | | | |
Check & Balance:should equal zero - otherwise incorrect | | | | 0 | |
| | | | | | | | | | | | |
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Trust Company Name: | | BNY MELLON TRUST COMPANY OF ILLINOIS |
Credential Number: | | TRS # | | 60392 |
| | | | | | | | | | | | |
| | | | | | | | In Thousands(000) | |
INCOME | | | | | | | | | | | | |
| | | |
1. Income from Fiduciary Activities: | | | | | | | | | | | | |
A. Estates | | | | | | | | | | | 0 | |
B. Personal | | | | | | | | | | | 0 | |
C. Investment Advisory | | | | | | | | | | | 0 | |
D. Managed Employee Benefit | | | | | | | | | | | 0 | |
E. Non-managed Employee Benefit | | | | | | | | | | | 0 | |
F. Custody | | | | | | | | | | | 1,300 | |
| | | |
G. Corporate Services | | | | | | | | | | | 92 | |
H. Land Trusts | | | | | | | | | | | 0 | |
I. All Other Fiduciary Activities | | | | | | | | | | | 0 | |
2. Interest Income | | | | | | | | | | | 6 | |
3. All Other Income: (List below) | | | | | | | | | | | 5 | |
Miscellaneous Charges/Fees | | | 5 | | | | | | | | | |
| | | | | | | | | | | | |
4. TOTAL OPERATING INCOME(Sum of Items 1-3) | | | | | | | | | | | 1,403 | |
| | | | | | | | | | | | |
EXPENSES | | | | | | | | | | | | |
| | | |
5. Operating Expenses: | | | | | | | | | | | | |
A. Salaries | | | | | | | | | | | 101 | |
B. Employee Benefits | | | | | | | | | | | 37 | |
C. Trust Company Occupancy Expense | | | | | | | | | | | 5 | |
D. Furniture and Equipment Expense | | | | | | | | | | | 12 | |
E. Data Services | | | | | | | | | | | 0 | |
F. Marketing | | | | | | | | | | | 0 | |
G. Audits Examinations | | | | | | | | | | | 0 | |
H. Insurance (Fiduciary Activities) | | | | | | | | | | | 0 | |
I. All Other | | | | | | | | | | | 932 | |
Itemize amounts > 10% from Line 1 above. | | | | | | | | | | | | |
Affiliate N1 Expense | | | 867 | | | | | | | | | |
| | | | | | | | | | | | |
6. TOTAL OPERATING EXPENSES(Items A-1) | | | | | | | | | | | 1,087 | |
| | | | | | | | | | | | |
7. NET OPERATING INCOME/LOSSBEFORE TAXES | | | | | | | | | | | 316 | |
| | | | | | | | | | | | |
8. APPLICABLE INCOME TAXES | | | | | | | | | | | 120 | |
9. EXTRAORDINARY ITEMS | | | | | | | | | | | 0 | |
| | | | | | | | | | | | |
10. NET INCOME (LOSS)AFTER TAXES | | | | | | | | | | | 196 | |
| | | | | | | | | | | | |
Explain any change greater than 10% from the average of the previous quarter(s).
IF this is the first quarter of the fiscal year, disregard explanation:
1.G Corporate Services - This change is due to the timing of the Invoice Billed.
5.B Employee Benefits - During the first quarter 2016, an incentive adjustment was booked, resulting in a reduction in expense.
5.C Trust Company Occupancy - Change is due to a decrease in Rent Expense in Q2 2016.
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Trust Company Name: | | BNY MELLON TRUST COMPANY OF ILLINOIS |
CHANGES IN EQUITY CAPITAL
| | | | | | | | | | | | | | | | | | | | |
Thousands of Dollars (Year-to-Date) | | PREFERRED STOCK (PAR) | | | COMMON STOCK (PAR) | | | SURPLUS & RESERVE | | | RETAINED EARNINGS | | | TOTAL EQUITY CAPITAL (Line Total) | |
1. Balance beginning of fiscal year | | | 0 | | | | 2,000 | | | | 71,176 | | | | 47,546 | | | | 120,722 | |
| | | | | |
2. Net Income (loss) | | | | | | | | | | | | | | | 196 | | | | 196 | |
| | | | | |
3. Capital sale/conversion/acquisition/retirement | | | 0 | | | | 0 | | | | 0 | | | | 0 | | | | 0 | |
| | | | | |
4. Changes incident to mergers & absorptions | | | 0 | | | | 0 | | | | 0 | | | | 0 | | | | 0 | |
| | | | | |
5. Cash dividends declared on preferred stock | | | | | | | | | | | 0 | | | | 0 | | | | 0 | |
| | | | | |
6. Cash dividends declared on common stock | | | | | | | | | | | 0 | | | | 0 | | | | 0 | |
| | | | | |
7. Stock dividends issued | | | 0 | | | | 0 | | | | 0 | | | | 0 | | | | 0 | |
| | | | | |
8. Other increases/decreases -ITEMIZE: | | | 0 | | | | 0 | | | | 18 | | | | 0 | | | | 18 | |
| | | | | |
Affiliate Restricted Stock/Share Grant | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | |
9. Ending Balance | | | 0 | | | | 2,000 | | | | 71,194 | | | | 47,742 | | | | 120,936 | |
| | | | | | | | | | | | | | | | | | | | |
Check & Balance:should equal zero - otherwise incorrect | | | | 0 | |
NOTE: Additional Page(s) may be attached to this report if an item requires further explanation or justification
CERTIFICATION SECTION
Person to whom Supervisory Staff should direct questions concerning this report.
I, David A. Hayes of BNY Mellon Trust Company of Illinois
(PRINT Name and Title of Officer Authorized to Sign Report) (Name of Trust Company)
do certify that the information contained in these statements are accurate to the best of my knowledge and belief. I understand that submission of
| | | | |
/s/ David A. Hayes | | | | Managing Director - Regulatory Reporting |
(Signature of Officer Authorized to Sign Report) | | | | Title |
| | |
David A. Hayes | | | | 412-234-7430 |
Name of Officer Above | | | | Telephone Number (Extension) |
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412-234-0972 | | | | David Hayes@bnymellon.com |
Fax Number | | | | E-mail Address |