Exhibit 25.1
UNITED STATES
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 TRUST COMPANY, N.A.
(Exact name of trustee as specified in its charter)
| | |
| Delaware | | 95-3571558 |
(State of incorporation if not a U.S. national bank) | | (I.R.S. employer identification no.) |
| | |
| 700 South Flower Street, Suite 500 | | |
| Los Angeles, California | | 90017 |
| (Address of principal executive offices) | | (Zip code) |
Mildred Quinones-Holmes
Legal Department
The Bank of New York Trust Company, N.A.
One Wall Street, 29th Floor
New York, NY 10286
(212) 635-1889
(Name, address and telephone number of agent for service)
CHESAPEAKE ENERGY CORPORATION
(Exact name of obligor as specified in its charter)
| | |
| Oklahoma | | 73-1395733 |
(State or other jurisdiction of incorporation or organization) | | (I.R.S. employer identification no.) |
| | |
| 6100 North Western Avenue | | |
| Oklahoma City, Oklahoma | | 73118 |
| (Address of principal executive offices) | | (Zip code) |
and the Guarantors listed on the next page
Senior Notes due 2017
and related Guarantees
(Title of the indenture securities)
GUARANTORS
| | | | | | |
Exact Name of Obligor as Specified in its Charter
| | State or Other Jurisdiction
of Incorporation
or Organization
| | IRS Employer
Identification
Number
| | Address of Principal Executive Offices
|
| | | |
| Chesapeake Eagle Canada Corp. | | New Brunswick, Canada | | None | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Energy Louisiana Corporation | | Oklahoma | | 73-1524569 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Energy Marketing, Inc. | | Oklahoma | | 73-1439175 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Operating, Inc. | | Oklahoma | | 73-1343196 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake South Texas Corp. | | Oklahoma | | 41-2050649 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Nomac Drilling Corporation | | Oklahoma | | 73-1606317 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Carmen Acquisition, L.L.C. | | Oklahoma | | 73-1604860 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Acquisition, L.L.C. | | Oklahoma | | 73-1528271 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Appalachia, L.L.C. | | Oklahoma | | 20-3774650 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Land Company, L.L.C. | | Oklahoma | | 20-2099392 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake ORC, L.L.C. | | Oklahoma | | 71-0934234 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Royalty, L.L.C. | | Oklahoma | | 73-1549744 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Gothic Production, L.L.C. | | Oklahoma | | 73-1539475 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Hodges Trucking Company, L.L.C. | | Oklahoma | | 73-1293811 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Hawg Hauling & Disposal, LLC | | Delaware | | 06-1706211 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Mayfield Processing, L.L.C. | | Oklahoma | | 20-0174765 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| MC Mineral Company, L.L.C. | | Oklahoma | | 61-1448831 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| W.W. Realty, L.L.C. | | Oklahoma | | 73-1360666 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Exploration Limited Partnership | | Oklahoma | | 73-1384282 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
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| | | | | | |
Exact Name of Obligor as Specified in its Charter
| | State or Other Jurisdiction
of Incorporation
or Organization
| | IRS Employer
Identification
Number
| | Address of Principal Executive Offices
|
| | | |
| Chesapeake Louisiana, L.P. | | Oklahoma | | 73-1519126 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| Chesapeake Sigma, L.P. | | Oklahoma | | 27-0029884 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
| | | |
| MidCon Compression, L.P. | | Oklahoma | | 20-0299525 | | 6100 North Western Avenue Oklahoma City, Oklahoma 73118 |
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| 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
|
Comptroller of the Currency – United States Department of the Treasury | | Washington, D.C. 20219 |
| |
Federal Reserve Bank | | San Francisco, California 94105 |
| |
Federal Deposit Insurance Corporation | | Washington, D.C. 20429 |
| | (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 the articles of association of The Bank of New York Trust Company, N.A. (Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121948). |
| | 2. | A copy of certificate of authority of the trustee to commence business. (Exhibit 2 to Form T-1 filed with Registration Statement No. 333-121948). |
| | 3. | A copy of the authorization of the trustee to exercise corporate trust powers. (Exhibit 3 to Form T-1 filed with Registration Statement No. 333-121948). |
| | 4. | A copy of the existing by-laws of the trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-121948). |
| | 6. | The consent of the trustee required by Section 321(b) of the Act. (Exhibit 6 to Form T-1 filed with Registration Statement No. 333-121948). |
| | 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, The Bank of New York Trust Company, N.A., a 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 Chicago, and State of Illinois, on the 30th day of October, 2006.
| | |
| THE BANK OF NEW YORK TRUST COMPANY, N.A. |
| |
| By: | | /s/ Linda Garcia |
| | | Linda Garcia Assistant Vice President |
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