Exhibit 25.11
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 (State of incorporation if not a U.S. national bank) | | 36-3800435 (I.R.S. employer 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 (State or other jurisdiction of incorporation or organization) | | 36-0938600 (I.R.S. employer 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 Professional Regulation Division of Banking Compliance Reporting Section | | 320 West Washington Street 5th Floor Springfield, Illinois 62786 |
| |
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. 333-158920). |
| 6. | The consent of the Trustee required by Section 321(b) of the Act. |
| 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 24th day of May, 2012.
| | |
BNY MELLON TRUST COMPANY OF ILLINOIS |
| |
By: | | /s/ R. Tarnas |
| | Name: R. Tarnas Title: Vice President |
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EXHIBIT 6
CONSENT OF THE TRUSTEE
Pursuant to the requirements of Section 321 (b) of the Trust Indenture Act of 1939, as amended, BNY Mellon Trust Company of Illinois hereby consents that reports of examinations by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon request therefor.
Dated: May 24, 2012
| | | | | | |
| | | | BNY MELLON TRUST COMPANY OF ILLINOIS |
| | | |
| | | | By: | | /s/ R. Tarnas |
| | | | | | Name: R. Tarnas |
| | | | | | Title: Vice President |
DEPARTMENT OF FINANCIAL AND PROFESSIONAL REGULATION
DIVISION OF BANKING
CONSOLIDATED REPORT OF CONDITION
OF
Trust Company Name: BNY Mellon Trust Company of Illinois
Address: 2 North LaSalle Street, Suite 1020
Chicago IL, 60602
Account #: TRS.0060392
Including the institution’s domestic and foreign subsidiaries completed as of the close of business onDecember 31, 2011, submitted in response to the call of the Illinois Department of Financial and Professional Regulation.
| | | | |
| | Thousands of Dollars | |
ASSETS | | | (000 | ) |
| |
1. Cash and Due from Depository Institution | | | 75,666 | |
2. U.S. Treasury Securities | | | 0 | |
3. Obligations of States and Political Subdivisions | | | 0 | |
4. Other Bonds and Debentures | | | 0 | |
5. Notes Receivable | | | 35,691 | |
Breakout of the Notes Receivable amount listed above: | | | | |
Inter-Company/Employee/Director:Intercompany | | | 35,691 | |
Other:(List) | | | 0 | |
| |
6. Corporate Stock | | | 0 | |
| |
7. Trust Company Premises, Furniture, Fixtures and Other Assets Representing Trust Company Premises | | | 12 | |
8. Accounts Receivable: | | | 2,339 | |
Breakout of Accounts Receivable amount listed above: | | | | |
Fee Accounts Receivable | | | 2,165 | |
Intercompany Accounts Receivable | | | 174 | |
Other (List) | | | 0 | |
9. Goodwill | | | 0 | |
10. Intangibles | | | 0 | |
11. Other Assets | | | 4 | |
(Itemize assets that account for 10% or greater of Line 11) | | | | |
| |
Accrued Interest Receivable 4 | | | | |
| |
11.TOTAL ASSETS | | | 113,712 | |
Explain any change greater than 10% from last quarter:
Page 1 of 7
DEPARTMENT OF FINANCIAL AND PROFESSIONAL REGULATION
DIVISION OF BANKING
CONSOLIDATED REPORT OF CONDITION
OF
Trust Company Name: BNY Mellon Trust Company of Illinois
Address: 2 North LaSalle Street, Suite 1020
Chicago IL, 60602
Account #: TRS.0060392
| | | | |
| | Thousands of Dollars | |
LIABILITIES | | | | |
12. Accounts Payable | | | 71 | |
13. Taxes Payable | | | 0 | |
14. Other Liabilities for Borrowed Money | | | 0 | |
15. Other Liabilities | | | 1,971 | |
(Itemize Liabilities that account for 10% or greater of Line 15) | | | | |
| |
Reserve for Taxes 1,959 | | | | |
| | | | |
16.TOTAL LIABILITIES | | | 2,042 | |
| | | | |
| |
EQUITY CAPITAL | | | | |
| |
17. Preferred Stock | | | 0 | |
18. Common Stock | | | 2,000 | |
19. Surplus | | | 71,149 | |
20. Reserve for Operating Expenses | | | 0 | |
21. Retained Earnings (Loss) | | | 38,521 | |
22. Other Increase/Decrease (List) | | | 0 | |
23.TOTAL EQUITY CAPITAL | | | 111,670 | |
| | | | |
24TOTAL LIABILITIES AND EQUITY CAPITAL | | | 113,712 | |
| | | | |
Explain any change greater than 10% from last quarter:
Page 2 of 7
I, __Robert L. De Paola – Managing Director
(Name and Title of Officer Authorized to Sign Report)
of BNY Mellon Trust Company of Illinois
certify that the information contained in this statement of accurate to the best of my knowledge and belief. I understand that submission of false information with the intention to deceive the Secretary or his Administrative officers is a felony.
(Signature of Officer Authorized to Sign Report)
Sworn to and subscribed before me this day of , .
My Commission expires .
, Notary Public
(Notary Seal)
Person to whom Supervisory Staff should direct questions concerning this report.
Robert Call
Name
Managing Director
Title
(212) 635-1396
Telephone Number (Extension)
robert.call@bnymellon.com
E-mail
Page 3 of 7
DEPARTMENT OF FINANCIAL AND PROFESSIONAL REGULATION
DIVISION OF BANKING
CONSOLIDATED REPORT OF INCOME
OF
Trust Company Name: BNY Mellon Trust Company of Illinois
Address: 2 North LaSalle Street, Suite 1020
Chicago IL, 60602
Account #: TRS.0060392
Including its domestic and foreign subsidiaries completed as of the close of business onDecember 31, 2011, submitted in response to the call of the State of Illinois Department of Financial and Professional Regulation.
| | | | | | |
| | | | Thousands of Dollars (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 | | | 6,146 | |
| | G. Corporate Services | | | 51 | |
| | H. Land Trusts | | | 0 | |
| | I. All Other Fiduciary Activities | | | 0 | |
| | |
2. | | Interest Income | | | 267 | |
| | |
3. | | All Other Income | | | 39 | |
| | (Itemize amounts greater than 10% of Line 3) Global Payment Fee 18 | | | | |
| | | | | | |
4. | | TOTAL OPERATING INCOME (Sum of Items 1-3) | | | 6,503 | |
| | | | | | |
Explain any change greater than 10% from last quarter:
Page 4 of 7
DEPARTMENT OF FINANCIAL AND PROFESSIONAL REGULATION
DIVISION OF BANKING
CONSOLIDATED REPORT OF INCOME
OF
Trust Company Name: BNY Mellon Trust Company of Illinois
Address: 2 North LaSalle Street, Suite 1020
Chicago IL, 60602
Account #: TRS.0060392
| | | | | | |
| | | | Thousands of Dollars | |
| | EXPENSES | | | | |
5. | | Operating Expenses: | | | | |
| | A. Salaries | | | 188 | |
| | B. Employee Benefits | | | 54 | |
| | C. Trust Company Occupancy Expense | | | 51 | |
| | D. Furniture and Equipment Expense | | | 10 | |
| | E. Data Services | | | 0 | |
| | F. Marketing | | | 0 | |
| | G. Audits/Examinations | | | 0 | |
| | H. Insurance (Fiduciary Activities) | | | 0 | |
| | I. All Other | | | | |
| | (Itemize amounts greater than 10% of Line I | | | 136 | |
| | Professional and Consulting Fees 57 | | | | |
| | Examination Fees 22 | | | | |
| | Travel and Entertainment 21 | | | | |
6. | | TOTAL OPERATING EXPENSES (Sum of Items A-I) | | | 439 | |
7. | | NET OPERATING INCOME (LOSS) BEFORE TAXES | | | 6,064 | |
8. | | APPLICABLE INCOME TAXES | | | 2,412 | |
9. | | EXTRAORDINARY ITEMS | | | 0 | |
| | | | | | |
10. | | NET INCOME (LOSS) AFTER TAXES | | | 3,652 | |
| | | | | | |
Explain any change greater than 10% from last quarter:
Page 5 of 7
DEPARTMENT OF FINANCIAL AND PROFESSIONAL REGULATION
DIVISION OF BANKING
CONSOLIDATED REPORT OF INCOME
OF
Trust Company Name: BNY Mellon Trust Company of Illinois
Address: 2 North LaSalle Street, Suite 1020
Chicago IL, 60602
Account #: TRS.0060392
CHANGES IN EQUITY CAPITAL (UTILIZE YEAR-TO-DATE FIGURES)
| | | | | | | | | | | | | | | | | | | | | | |
Thousands of Dollars | | PREFERRED STOCK (Par Value) | | | COMMON STOCK (Par Value) | | | SURPLUS AND RESERVES | | | RETAINED EARNINGS | | | TOTAL EQUITY CAPITAL (Line Total) | |
1. Balance beginning of period | | | 0 | | | | 2,000 | | | | 71,149 | | | | 34,869 | | | | 108,018 | |
2. Net Income (loss) | | | | | | | | | | | | | | | 3,652 | | | | 3,652 | |
3. Sale, conversion, acquisition, or retirement of capital | | | | | | | | | | | | | | | | | | | | |
4. Changes incident to mergers and absorptions | | | | | | | | | | | | | | | | | | | | |
5. Cash dividends declared on preferred stock | | | | | | | | | | | | | | | | | | | | |
6. Cash dividends declared on common stock | | | | | | | | | | | | | | | | | | | | |
7. Stock dividends issued | | | | | | | | | | | | | | | | | | | | |
8. Other increases (decreases) (itemize) | | | | | | | | | | | | | | | | | | | | |
9. Balance end of period | | | 0 | | | | 2,000 | | | | 71,149 | | | | 38,521 | | | | 111,670 | |
Page 6 of 7
I, __Robert L. De Paola – Managing Director
(Name and Title of Officer Authorized to Sign Report)
of BNY Mellon Trust Company of Illinois
certify that the information contained in this statement of accurate to the best of my knowledge and belief. I understand that submission of false information with the intention to deceive the Secretary or his Administrative officers is a felony.
(Signature of Officer Authorized to Sign Report)
Sworn to and subscribed before me this day of , .
My Commission expires .
, Notary Public
(Notary Seal)
Person to whom Supervisory Staff should direct questions concerning this report.
Robert Call
Name
Managing Director
Title
(212) 635-1396 ��
Telephone Number (Extension)
robert.call@bnymellon.com
E-mail
Page 7 of 7