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
o Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2)
THE BANK OF NEW YORK MELLON
(Exact name of trustee as specified in its charter)
New York | | 13-5160382 |
(Jurisdiction of incorporation if not a U.S. national bank) | | (I.R.S. employer identification no.) |
One Wall Street, New York, N.Y. | | 10286 |
(Address of principal
executive offices) | | (Zip code) |
Virgin Media Inc.*
(Exact name of obligor as specified in its charter)
And the additional obligors listed below
Delaware | | 909 Third Avenue, Suite 2863 New York, New York 10022 | | 59-3778247 |
(State or other jurisdiction of incorporation or organization) | | (Address, including zip code,
of obligor’s principal
executive offices) | | (I.R.S. Employer Identification
No.) |
See Table of Additional Obligors Below
Debt Securities
(Title of the indenture securities)
TABLE OF ADDITIONAL OBLIGORS
Name of Additional Obligors | | Jurisdiction of
Incorporation or
Organization | | I.R.S. Employee
Identification
Number |
Avon Cable Limited Partnership | | Colorado | | Not applicable |
Cotswolds Cable Limited Partnership | | Colorado | | Not applicable |
Edinburgh Cable Limited Partnership | | Colorado | | Not applicable |
Estuaries Cable Limited Partnership | | Colorado | | Not applicable |
London South Cable Partnership | | Colorado | | Not applicable |
TCI/US West Cable Communications Group | | Colorado | | Not applicable |
Tyneside Cable Limited Partnership | | Colorado | | Not applicable |
United Cable (London South) Limited Partnership | | Colorado | | Not applicable |
Chartwell Investors L.P. | | Delaware | | 51-0352359 |
NNS UK Holdings 1 LLC | | Delaware | | 13-3819696 |
NNS UK Holdings 2, Inc. | | Delaware | | 13-3819694 |
North CableComms Holdings, Inc. | | Delaware | | 13-3734757 |
North CableComms L.L.C. | | Delaware | | 13-3827338 |
North CableComms Management, Inc. | | Delaware | | 13-3734751 |
NTL (Triangle) LLC | | Delaware | | 13-4086747 |
NTL Bromley Company | | Delaware | | 98-0123978 |
NTL CableComms Group, Inc. | | Delaware | | 98-0151139 |
NTL Chartwell Holdings 2, Inc. | | Delaware | | 13-3827334 |
NTL Chartwell Holdings, Inc. | | Delaware | | 13-3756572 |
NTL North CableComms Holdings, Inc. | | Delaware | | 13-3756575 |
NTL North CableComms Management, Inc. | | Delaware | | 13-3756576 |
NTL Programming Subsidiary Company | | Delaware | | 13-3718517 |
NTL Solent Company | | Delaware | | 98-0123982 |
NTL South CableComms Holdings, Inc. | | Delaware | | 13-3756573 |
NTL South CableComms Management, Inc. | | Delaware | | 13-3756574 |
NTL Surrey Company | | Delaware | | 98-0123983 |
NTL Sussex Company | | Delaware | | 98-0123984 |
NTL UK CableComms Holdings, Inc. | | Delaware | | 98-0157233 |
NTL Wessex Company | | Delaware | | 98-0123986 |
NTL Winston Holdings, Inc. | | Delaware | | 13-3734766 |
NTL Wirral Company | | Delaware | | 98-0123988 |
South CableComms Holdings, Inc. | | Delaware | | 13-3827336 |
South CableComms L.L.C. | | Delaware | | 13-3827337 |
South CableComms Management, Inc. | | Delaware | | 13-3827330 |
Winston Investors L.L.C. | | Delaware | | 51-0363339 |
Andover Cablevision Limited | | England and Wales | | 98-0193306 |
Anglia Cable Communications Limited | | England and Wales | | Not applicable |
Avon Cable Joint Venture | | England and Wales | | Not applicable |
Barnsley Cable Communications Limited | | England and Wales | | Not applicable |
BCMV Limited | | England and Wales | | Not applicable |
Berkhamsted Properties & Building Contractors Limited | | England and Wales | | 98-0197759 |
Birmingham Cable Corporation Limited | | England and Wales | | Not applicable |
Birmingham Cable Limited | | England and Wales | | Not applicable |
Cable Camden Limited | | England and Wales | | Not applicable |
Cable Enfield Limited | | England and Wales | | Not applicable |
Cable Hackney & Islington Limited | | England and Wales | | Not applicable |
Cable Haringey Limited | | England and Wales | | Not applicable |
Cable London Limited | | England and Wales | | Not applicable |
Cable Television Limited | | England and Wales | | 98-0197761 |
Cable Thames Valley Limited | | England and Wales | | 98-0197760 |
Cabletel (UK) Limited | | England and Wales | | Not applicable |
CableTel Cardiff Limited | | England and Wales | | Not applicable |
CableTel Central Hertfordshire Limited | | England and Wales | | Not applicable |
CableTel Hertfordshire Limited | | England and Wales | | Not applicable |
CableTel Herts and Beds Limited | | England and Wales | | Not applicable |
CableTel Investments Limited | | England and Wales | | Not applicable |
CableTel Newport | | England and Wales | | Not applicable |
CableTel North Bedfordshire Limited | | England and Wales | | Not applicable |
CableTel Surrey and Hampshire Limited | | England and Wales | | Not applicable |
CableTel Telecom Supplies Limited | | England and Wales | | Not applicable |
CableTel West Glamorgan Limited | | England and Wales | | Not applicable |
CableTel West Riding Limited | | England and Wales | | Not applicable |
Cambridge Cable Services Limited | | England and Wales | | 98-0199438 |
Cambridge Holding Company Limited | | England and Wales | | 98-0199439 |
CCL Corporate Communication Services Limited | | England and Wales | | 98-0199441 |
Central Cable Holdings Limited | | England and Wales | | Not applicable |
Columbia Management Limited | | England and Wales | | Not applicable |
ComTel Cable Services Limited | | England and Wales | | 98-0193313 |
ComTel Coventry Limited | | England and Wales | | 98-0193311 |
Continental Shelf 16 Limited | | England and Wales | | Not applicable |
Credit-Track Debt Recovery Limited | | England and Wales | | 98-0199442 |
Crystal Palace Radio Limited | | England and Wales | | Not applicable |
Diamond Cable Communications Limited | | England and Wales | | Not applicable |
Digital Television Network Limited | | England and Wales | | Not applicable |
Doncaster Cable Communications Limited | | England and Wales | | 98-0197755 |
DTELS Limited | | England and Wales | | Not applicable |
East Coast Cable Limited | | England and Wales | | Not applicable |
Ed Stone Limited | | England and Wales | | Not applicable |
EMS Investments Limited | | England and Wales | | Not applicable |
Enablis Limited | | England and Wales | | Not applicable |
EuroBell (Holdings) Limited | | England and Wales | | Not applicable |
EuroBell (IDA) Limited | | England and Wales | | Not applicable |
EuroBell (No. 2) Limited | | England and Wales | | Not applicable |
EuroBell (No. 3) Limited | | England and Wales | | Not applicable |
EuroBell (No. 4) Limited | | England and Wales | | Not applicable |
EuroBell (South West) Limited | | England and Wales | | Not applicable |
EuroBell (Sussex) Limited | | England and Wales | | Not applicable |
EuroBell (West Kent) Limited | | England and Wales | | Not applicable |
EuroBell CPE Limited | | England and Wales | | Not applicable |
EuroBell Internet Services Limited | | England and Wales | | Not applicable |
EuroBell Limited | | England and Wales | | Not applicable |
Filegale Limited | | England and Wales | | Not applicable |
Fleximedia Limited | | England and Wales | | Not applicable |
Flextech (1992) Limited | | England and Wales | | Not applicable |
Flextech (Kindernet Investment) Limited | | England and Wales | | Not applicable |
Flextech (Travel Channel) Limited | | England and Wales | | Not applicable |
Flextech Broadband Limited | | England and Wales | | Not applicable |
Flextech Broadcasting Limited | | England and Wales | | Not applicable |
Flextech Business News Limited | | England and Wales | | Not applicable |
Flextech Childrens Channel Limited | | England and Wales | | Not applicable |
Flextech Communications Limited | | England and Wales | | Not applicable |
Flextech Digital Broadcasting Limited | | England and Wales | | Not applicable |
Flextech Distribution Limited | | England and Wales | | Not applicable |
Flextech Family Channel Limited | | England and Wales | | Not applicable |
Flextech IVS Limited | | England and Wales | | Not applicable |
Flextech Limited | | England and Wales | | Not applicable |
Flextech Media Holdings Limited | | England and Wales | | Not applicable |
Flextech Music Publishing Limited | | England and Wales | | Not applicable |
Flextech Video Games Limited | | England and Wales | | Not applicable |
Flextech-Flexinvest Limited | | England and Wales | | Not applicable |
General Cable Group Limited | | England and Wales | | Not applicable |
General Cable Holdings Limited | | England and Wales | | Not applicable |
General Cable Investments Limited | | England and Wales | | Not applicable |
General Cable Limited | | England and Wales | | Not applicable |
Halifax Cable Communications Limited | | England and Wales | | Not applicable |
Heartland Cablevision (UK) Limited | | England and Wales | | Not applicable |
Heartland Cablevision II (UK) Limited | | England and Wales | | Not applicable |
Herts Cable Limited | | England and Wales | | Not applicable |
Interactive Digital Sales Limited | | England and Wales | | 98-0597080 |
Jewel Holdings | | England and Wales | | Not applicable |
Lanbase European Holdings Limited | | England and Wales | | Not applicable |
Lanbase Limited | | England and Wales | | Not applicable |
Lichfield Cable Communications Limited | | England and Wales | | 98-0193315 |
M&NW Network II Limited | | England and Wales | | 98-0606718 |
M&NW Network Limited | | England and Wales | | 98-0606716 |
Maza Limited | | England and Wales | | 98-0197757 |
Metro Hertfordshire Limited | | England and Wales | | Not applicable |
Metro South Wales Limited | | England and Wales | | Not applicable |
Middlesex Cable Limited | | England and Wales | | Not applicable |
Northampton Cable Television Limited | | England and Wales | | Not applicable |
NTL (Aylesbury and Chiltern) Limited | | England and Wales | | Not applicable |
NTL (B) Limited | | England and Wales | | Not applicable |
NTL (Broadland) Limited | | England and Wales | | Not applicable |
NTL (City & Westminster) Limited | | England and Wales | | Not applicable |
NTL (County Durham) Limited | | England and Wales | | Not applicable |
NTL (CRUK) | | England and Wales | | Not applicable |
NTL (CWC Holdings) | | England and Wales | | Not applicable |
NTL (CWC) Corporation Limited | | England and Wales | | Not applicable |
NTL (CWC) Limited | | England and Wales | | Not applicable |
NTL (CWC) Management Limited | | England and Wales | | Not applicable |
NTL (CWC) No. 2 Limited | | England and Wales | | Not applicable |
NTL (CWC) No. 3 Limited | | England and Wales | | Not applicable |
NTL (CWC) No. 4 Limited | | England and Wales | | Not applicable |
NTL (CWC) Programming Limited | | England and Wales | | Not applicable |
NTL (CWC) UK | | England and Wales | | Not applicable |
NTL (Ealing) Limited | | England and Wales | | Not applicable |
NTL (Fenland) Limited | | England and Wales | | Not applicable |
NTL (Greenwich and Lewisham) Limited | | England and Wales | | Not applicable |
NTL (Hampshire) Limited | | England and Wales | | Not applicable |
NTL (Harrogate) Limited | | England and Wales | | Not applicable |
NTL (Harrow) Limited | | England and Wales | | Not applicable |
NTL (Kent) Limited | | England and Wales | | Not applicable |
NTL (Lambeth and Southwark) Limited | | England and Wales | | Not applicable |
NTL (Leeds) Limited | | England and Wales | | 98-0223823 |
NTL (Norwich) Limited | | England and Wales | | Not applicable |
NTL (Peterborough) Limited | | England and Wales | | Not applicable |
NTL (South East) Limited | | England and Wales | | Not applicable |
NTL (South London) Limited | | England and Wales | | Not applicable |
NTL (Southampton and Eastleigh) Limited | | England and Wales | | Not applicable |
NTL (Sunderland) Limited | | England and Wales | | Not applicable |
NTL (Thamesmead) Limited | | England and Wales | | Not applicable |
NTL (V) | | England and Wales | | 98-0494768 |
NTL (Wandsworth) Limited | | England and Wales | | Not applicable |
NTL (Wearside) Limited | | England and Wales | | 98-0180429 |
NTL (West London) Limited | | England and Wales | | Not applicable |
NTL (Yorcan) Limited | | England and Wales | | Not applicable |
NTL (York) Limited | | England and Wales | | Not applicable |
NTL Acquisition Company Limited | | England and Wales | | 98-0180421 |
NTL Bolton Cablevision Holding Company | | England and Wales | | 52-1872194 |
NTL Business (Ireland) Limited | | England and Wales | | Not applicable |
NTL Business Limited | | England and Wales | | Not applicable |
NTL Cablecomms Bolton | | England and Wales | | 98-0139992 |
NTL Cablecomms Bromley | | England and Wales | | 98-0123989 |
NTL Cablecomms Bury and Rochdale | | England and Wales | | 98-0139995 |
NTL Cablecomms Cheshire | | England and Wales | | 98-0139994 |
NTL Cablecomms Derby | | England and Wales | | 98-0139996 |
NTL Cablecomms East Lancashire | | England and Wales | | 98-0139997 |
NTL Cablecomms Greater Manchester | | England and Wales | | 98-0139998 |
NTL Cablecomms Group Limited | | England and Wales | | 98-0151138 |
NTL Cablecomms Holdings No. 1 Limited | | England and Wales | | 98-0140169 |
NTL Cablecomms Holdings No. 2 Limited | | England and Wales | | 98-0140168 |
NTL Cablecomms Lancashire No. 1 | | England and Wales | | Not applicable |
NTL Cablecomms Lancashire No. 2 | | England and Wales | | Not applicable |
NTL Cablecomms Limited | | England and Wales | | Not applicable |
NTL Cablecomms Macclesfield | | England and Wales | | 98-0139999 |
NTL Cablecomms Manchester Limited | | England and Wales | | 98-0346426 |
NTL Cablecomms Oldham and Tameside | | England and Wales | | 98-0140000 |
NTL Cablecomms Solent | | England and Wales | | 98-0123998 |
NTL Cablecomms Staffordshire | | England and Wales | | 98-0140001 |
NTL Cablecomms Stockport | | England and Wales | | 98-0140002 |
NTL Cablecomms Surrey | | England and Wales | | 98-0123999 |
NTL Cablecomms Sussex | | England and Wales | | 98-0123990 |
NTL Cablecomms Wessex | | England and Wales | | 98-0123991 |
NTL Cablecomms West Surrey Limited | | England and Wales | | 98-0346435 |
NTL Cablecomms Wirral | | England and Wales | | 98-0124001 |
NTL Cambridge Limited | | England and Wales | | Not applicable |
NTL Chartwell Holdings Limited | | England and Wales | | Not applicable |
NTL Communications Services Limited | | England and Wales | | Not applicable |
NTL Darlington Limited | | England and Wales | | Not applicable |
NTL Derby Cablevision Holding Company | | England and Wales | | 52-1872196 |
NTL Equipment No. 1 Limited | | England and Wales | | Not applicable |
NTL Equipment No. 2 Limited | | England and Wales | | Not applicable |
NTL Finance Limited | | England and Wales | | Not applicable |
NTL Funding Limited | | England and Wales | | Not applicable |
NTL Glasgow Holdings Limited | | England and Wales | | Not applicable |
NTL Holdings (Broadland) Limited | | England and Wales | | 98-0180422 |
NTL Holdings (East London) Limited | | England and Wales | | 98-0180423 |
NTL Holdings (Fenland) Limited | | England and Wales | | 98-0180424 |
NTL Holdings (Leeds) Limited | | England and Wales | | 98-0180425 |
NTL Holdings (Norwich) Limited | | England and Wales | | 98-0180426 |
NTL Holdings (Peterborough) Limited | | England and Wales | | 98-0180427 |
NTL Internet Limited | | England and Wales | | Not applicable |
NTL Internet Services Limited | | England and Wales | | 98-0232442 |
NTL Irish Holdings Limited | | England and Wales | | Not applicable |
NTL Kirklees | | England and Wales | | 52-1872166 |
NTL Kirklees Holdings Limited | | England and Wales | | Not applicable |
NTL Limited | | England and Wales | | 98-0225423 |
NTL Manchester Cablevision Holding Company | | England and Wales | | 52-1872197 |
NTL Microclock Services Limited | | England and Wales | | Not applicable |
NTL Midlands Limited | | England and Wales | | Not applicable |
NTL Milton Keynes Limited | | England and Wales | | Not applicable |
NTL National Networks Limited | | England and Wales | | 98-0439626 |
NTL Networks Limited | | England and Wales | | Not applicable |
NTL Partcheer Company Limited | | England and Wales | | Not applicable |
NTL Rectangle Limited | | England and Wales | | 98-0582025 |
NTL Sideoffer Limited | | England and Wales | | Not applicable |
NTL Solent Telephone and Cable TV Company Limited | | England and Wales | | Not applicable |
NTL South Central Limited | | England and Wales | | 98-0197758 |
NTL South Wales Limited | | England and Wales | | Not applicable |
NTL Streetunique Projects Limited | | England and Wales | | Not applicable |
NTL Streetunit Projects Limited | | England and Wales | | Not applicable |
NTL Streetusual Services Limited | | England and Wales | | Not applicable |
NTL Streetvision Services Limited | | England and Wales | | Not applicable |
NTL Streetvital Services Limited | | England and Wales | | Not applicable |
NTL Streetwarm Services Limited | | England and Wales | | Not applicable |
NTL Streetwide Services Limited | | England and Wales | | Not applicable |
NTL Strikeagent Trading Limited | | England and Wales | | Not applicable |
NTL Strikeamount Trading Limited | | England and Wales | | Not applicable |
NTL Strikeapart Trading Limited | | England and Wales | | Not applicable |
NTL Systems Limited | | England and Wales | | Not applicable |
NTL Technical Support Company Limited | | England and Wales | | Not applicable |
NTL Teesside Limited | | England and Wales | | Not applicable |
NTL Telecom Services Limited | | England and Wales | | Not applicable |
NTL UK Telephone and Cable TV Holding Company Limited | | England and Wales | | Not applicable |
NTL Victoria II Limited | | England and Wales | | 98-0558061 |
NTL Victoria Limited | | England and Wales | | Not applicable |
NTL Westminster Limited | | England and Wales | | Not applicable |
NTL Winston Holdings Limited | | England and Wales | | Not applicable |
NTL Wirral Telephone and Cable TV Company | | England and Wales | | 98-0141469 |
Oxford Cable Limited | | England and Wales | | 98-0193307 |
Screenshop Limited | | England and Wales | | 98-0568474 |
Secure Backup Systems Limited | | England and Wales | | Not applicable |
Sheffield Cable Communications Limited | | England and Wales | | Not applicable |
Southern East Anglia Cable Limited | | England and Wales | | 98-0199443 |
Southwestern Bell International Holdings Limited | | England and Wales | | Not applicable |
Stafford Communications Limited | | England and Wales | | 98-0193308 |
Swindon Cable Limited | | England and Wales | | Not applicable |
Tamworth Cable Communications Limited | | England and Wales | | 98-0193319 |
Telewest Communications (Central Lancashire) Limited | | England and Wales | | Not applicable |
Telewest Communications (Cotswolds) Limited | | England and Wales | | Not applicable |
Telewest Communications (Cotswolds) Venture | | England and Wales | | Not applicable |
Telewest Communications (Liverpool) Limited | | England and Wales | | Not applicable |
Telewest Communications (London South) Joint Venture | | England and Wales | | Not applicable |
Telewest Communications (London South) Limited | | England and Wales | | Not applicable |
Telewest Communications (Midlands and North West) Limited | | England and Wales | | Not applicable |
Telewest Communications (Midlands) Limited | | England and Wales | | Not applicable |
Telewest Communications (Nominees) Limited | | England and Wales | | Not applicable |
Telewest Communications (North East) Limited | | England and Wales | | Not applicable |
Telewest Communications (North East) Partnership | | England and Wales | | Not applicable |
Telewest Communications (North West) Limited | | England and Wales | | Not applicable |
Telewest Communications (Scotland) Venture | | England and Wales | | Not applicable |
Telewest Communications (South East) Limited | | England and Wales | | Not applicable |
Telewest Communications (South East) Partnership | | England and Wales | | Not applicable |
Telewest Communications (South Thames Estuary) Limited | | England and Wales | | Not applicable |
Telewest Communications (South West) Limited | | England and Wales | | Not applicable |
Telewest Communications (St. Helens & Knowsley) Limited | | England and Wales | | Not applicable |
Telewest Communications (Tyneside) Limited | | England and Wales | | Not applicable |
Telewest Communications (Wigan) Limited | | England and Wales | | Not applicable |
Telewest Communications Cable Limited | | England and Wales | | Not applicable |
Telewest Communications Holdco Limited | | England and Wales | | Not applicable |
Telewest Communications Holdings Limited | | England and Wales | | Not applicable |
Telewest Communications Networks Limited | | England and Wales | | Not applicable |
Telewest Limited | | England and Wales | | Not applicable |
Telewest Parliamentary Holdings Limited | | England and Wales | | Not applicable |
Telewest UK Limited | | England and Wales | | 98-0416238 |
Telso Communications Limited | | England and Wales | | Not applicable |
The Cable Corporation Limited | | England and Wales | | Not applicable |
The Yorkshire Cable Group Limited | | England and Wales | | Not applicable |
Theseus No. 1 Limited | | England and Wales | | Not applicable |
Theseus No. 2 Limited | | England and Wales | | Not applicable |
TVS Pension Fund Trustees Limited | | England and Wales | | Not applicable |
TVS Television Limited | | England and Wales | | Not applicable |
United Artists Investments Limited | | England and Wales | | Not applicable |
Virgin Media Business Limited | | England and Wales | | Not applicable |
Virgin Media Finance PLC | | England and Wales | | 98-0425095 |
Virgin Media Investment Holdings Limited | | England and Wales | | Not applicable |
Virgin Media Investments Limited | | England and Wales | | 98-0644845 |
Virgin Media Limited | | England and Wales | | 98-0397314 |
Virgin Media Payments Ltd | | England and Wales | | 98-0521160 |
Virgin Media SFA Finance Limited | | England and Wales | | Not applicable |
Virgin Media Secured Finance PLC | | England and Wales | | Not applicable |
Virgin Media Wholesale Limited | | England and Wales | | Not applicable |
Virgin Mobile Group (UK) Limited | | England and Wales | | 98-0521554 |
Virgin Mobile Holdings (UK) Limited | | England and Wales | | Not applicable |
Virgin Mobile Telecoms Limited | | England and Wales | | 98-0513715 |
Virgin Net Limited | | England and Wales | | Not applicable |
Vision Networks Services UK Limited | | England and Wales | | Not applicable |
VMIH Sub Limited | | England and Wales | | Not applicable |
VM Sundial Limited | | England and Wales | | 98-00662210 |
Wakefield Cable Communications Limited | | England and Wales | | Not applicable |
Wessex Cable Limited | | England and Wales | | 98-0193309 |
Windsor Television Limited | | England and Wales | | Not applicable |
XL Debt Recovery Agency Limited | | England and Wales | | Not applicable |
X-Tant Limited | | England and Wales | | Not applicable |
Yorkshire Cable Communications Limited | | England and Wales | | Not applicable |
Birmingham Cable Finance Limited | | Jersey | | Not applicable |
Future Entertainment S.à r.l. | | Luxembourg | | 98-0620181 |
CableTel Scotland Limited | | Scotland | | Not applicable |
NTL Glasgow | | Scotland | | 13-3610666 |
Prospectre Limited | | Scotland | | Not applicable |
Telewest Communications (Cumbernauld) Limited | | Scotland | | Not applicable |
Telewest Communications (Dumbarton) Limited | | Scotland | | Not applicable |
Telewest Communications (Dundee & Perth) Limited | | Scotland | | Not applicable |
Telewest Communications (Falkirk) Limited | | Scotland | | Not applicable |
Telewest Communications (Glenrothes) Limited | | Scotland | | Not applicable |
Telewest Communications (Motherwell) Limited | | Scotland | | Not applicable |
Telewest Communications (Scotland) Limited | | Scotland | | Not applicable |
Telewest Communications (Scotland Holdings) Limited | | Scotland | | Not applicable |
The Primary Standard Industrial Classification Code Number for each additional obligor is 4813.
The address, including zip code, and telephone number, including area code, of the principal executive offices of each additional obligor (other than Future Entertainment S.à r.l.) is 160 Great Portland Street, London, W1W 5QA, England; Tel: +44 (0) 1256 752000.
The address, including zip code, and telephone number, including area code, of the principal executive offices of Future Entertainment S.à r.l. is Media Center Betzdorf, 11 rue Pierre Werner, L-6832 Betzdorf, Luxembourg; Tel: +352 27178 425.
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.
Name | | Address |
Superintendent of Banks of the State of New York | | One State Street, New York, N.Y. 10004-1417 and Albany, N.Y. 12223 |
| | |
Federal Reserve Bank of New York | | 33 Liberty Street, New York, N.Y. 10045 |
| | |
Federal Deposit Insurance Corporation | | Washington, D.C. 20429 |
| | |
The New York Clearing House Association L.L.C. | | New York, N.Y. 10005 |
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
Item 2. Affiliations with Obligor.
If the obligor is an affiliate of the trustee, describe each such affiliation.
None.
Items 3-15. Not Applicable.
Item 16. List of Exhibits.
Exhibits identified in parentheses below are on file with the Securities and Exchange Commission and are incorporated herein by reference as exhibits 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 Mellon (formerly 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 No. 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, Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637, Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121195 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-152856).
4. A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-162228.)
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. 333-152856.)
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.
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of New York Mellon, a banking 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 London, England, on the 15th day of June, 2010.
| THE BANK OF NEW YORK MELLON, as Trustee |
| | |
| | |
| By: | /s/ Noora Pahkala |
| | Name: Noora Pahkala |
| | Title: Senior Associate |
9
Exhibit 7
Consolidated Report of Condition of
THE BANK OF NEW YORK MELLON
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 March, 31, 2010, 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 | |
Cash and balances due from depository institutions | | | |
Noninterest-bearing balances and currency and coin | | 2,640,000 | |
Interest-bearing balances | | 59,828,000 | |
Securities | | | |
Held-to-maturity securities | | 4,111,000 | |
Available-for-sale securities | | 48,709,000 | |
Federal funds sold and securities purchased under agreements to resell | | | |
Federal funds sold in domestic offices | | 308,000 | |
Securities purchased under agreements to resell | | 538,000 | |
Loans and lease financing receivables | | | |
Loans and leases held for sale | | 26,000 | |
Loans and leases, net of unearned income | | 22,881,000 | |
Allowance for loan and lease losses | | 508,000 | |
Loans and leases, net of unearned income and allowance | | 22,373,000 | |
Trading assets | | 4,433,000 | |
Premises and fixed assets (including capitalized leases) | | 1,044,000 | |
Other real estate owned | | 5,000 | |
Investments in unconsolidated subsidiaries and associated companies | | 916,000 | |
Direct and indirect investments in real estate ventures | | 0 | |
Intangible assets | | | |
Goodwill | | 4,934,000 | |
Other intangible assets | | 1,428,000 | |
Other assets | | 10,771,000 | |
Total assets | | 162,064,000 | |
Deposits | | | |
In domestic offices | | 55,305,000 | |
Noninterest-bearing | | 27,276,000 | |
Interest-bearing | | 28,029,000 | |
In foreign offices, Edge and Agreement subsidiaries, and IBFs | | 74,195,000 | |
Noninterest-bearing | | 2,725,000 | |
Interest-bearing | | 71,470,000 | |
Federal funds purchased and securities sold under agreements to repurchase | | | |
Federal funds purchased in domestic offices | | 3,001,000 | |
10
| | Dollar amounts in
thousands | |
Securities sold under agreements to repurchase | | 10,000 | |
Trading liabilities | | 5,509,000 | |
Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases) | | 1,551,000 | |
Subordinated notes and debentures | | 3,490,000 | |
Other liabilities | | 4,486,000 | |
Total liabilities | | 147,547,000 | |
Perpetual preferred stock and related surplus | | 0 | |
Common stock | | 1,135,000 | |
Surplus (exclude all surplus related to preferred stock) | | 8,536,000 | |
Not available | | | |
Retained earnings | | 5,807,000 | |
Accumulated other comprehensive income | | (1,327,000 | ) |
Other equity capital components | | 0 | |
Not available | | | |
Total bank equity capital | | 14,151,000 | |
Noncontrolling (minority) interests in consolidated subsidiaries | | 366,000 | |
Total equity capital | | 14,517,000 | |
Total liabilities and equity capital | | 162,064,000 | |
11
