AvtechTyee S-4 Registration of securities issued in business combination transactions

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 MELLON

TRUST COMPANY, N.A.

(Exact name of trustee as specified in its charter)

	95-3571558
(Jurisdiction 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)

TransDigm Inc.

(Exact name of obligor as specified in its charter)

Delaware	34-1750032
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1301 East 9th Street, Suite 3000 Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip code)

TransDigm Group Incorporated

(Exact name of obligor as specified in its charter)

Delaware	41-2101738
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1301 East 9th Street, Suite 3000 Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip code)

CHAMPION AEROSPACE LLC

(Exact name of obligor as specified in its charter)

Delaware	58-2623644
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1230 Old Norris Road Liberty, South Carolina	29657
(Address of principal executive offices)	(Zip code)

ADAMS RITE AEROSPACE, INC.

(Exact name of obligor as specified in its charter)

California	95-4056812
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
4141 North Palm Street Fullerton, California	92835
(Address of principal executive offices)	(Zip code)

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MARATHONNORCO AEROSPACE, INC.

(Exact name of obligor as specified in its charter)

Delaware	74-2707437
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
8301 Imperial Drive Waco, Texas	76712
(Address of principal executive offices)	(Zip code)

AVIONIC INSTRUMENTS LLC

(Exact name of obligor as specified in its charter)

Delaware	13-2666109
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1414 Randolph Avenue Avenel, New Jersey	07001-2402
(Address of principal executive offices)	(Zip code)

SKURKA AEROSPACE INC.

(Exact name of obligor as specified in its charter)

Delaware	20-2042650
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
4600 Calle Bolero, P.O. Box 2869 Camarillo, California	93011-2869
(Address of principal executive offices)	(Zip code)

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CDA INTERCORP LLC

(Exact name of obligor as specified in its charter)

Florida	59-1285683
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
450 Goolsby Blvd. Deerfield, Florida	33442
(Address of principal executive offices)	(Zip code)

AVIATION TECHNOLOGIES, INC.

(Exact name of obligor as specified in its charter)

Delaware	04-3750236
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1301 East 9th Street, Suite 3000 Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip code)

AVTECH CORPORATION

(Exact name of obligor as specified in its charter)

Washington	91-0761549
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
6500 Merrill Creek Parkway Everett, Washington	98203
(Address of principal executive offices)	(Zip code)

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TRANSICOIL LLC

(Exact name of obligor as specified in its charter)

Delaware	26-0084182
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
9 Iron Bridge Drive Collegeville, Pennsylvania	19426
(Address of principal executive offices)	(Zip code)

MALAYSIAN AEROSPACE SERVICES, INC.

(Exact name of obligor as specified in its charter)

Delaware	20-4894903
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1301 East 9th Street, Suite 3000 Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip code)

AEROCONTROLEX GROUP, INC.

(Exact name of obligor as specified in its charter)

Delaware	26-0379798
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
313 Gillett Street Painesville, Ohio	44077
(Address of principal executive offices)	(Zip code)

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ACME AEROSPACE, INC.

(Exact name of obligor as specified in its charter)

Delaware	16-0324980
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
528 W. 21st Street, Suite 6 Tempe, Arizona	85282
(Address of principal executive offices)	(Zip code)

DUKES AEROSPACE, INC.

(Exact name of obligor as specified in its charter)

Delaware	27-1368976
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
9060 Winnetka Avenue Northridge, California	91324
(Address of principal executive offices)	(Zip code)

CEF INDUSTRIES, LLC

(Exact name of obligor as specified in its charter)

Delaware	36-2056886
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
320 South Church Street Addison, Illinois	60101
(Address of principal executive offices)	(Zip code)

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BRUCE AEROSPACE INC.

(Exact name of obligor as specified in its charter)

Delaware	26-0658833
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
101 Evans Avenue Dayton, Nevada	89403
(Address of principal executive offices)	(Zip code)

BRUCE INDUSTRIES INC.

(Exact name of obligor as specified in its charter)

Colorado	20-8487769
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
101 Evans Avenue Dayton, Nevada	89403
(Address of principal executive offices)	(Zip code)

AIRCRAFT PARTS CORPORATION

(Exact name of obligor as specified in its charter)

New York	11-2001917
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
c/o 4600 Calle Bolero, P.O. Box 2869 Camarillo, California	93011-2869
(Address of principal executive offices)	(Zip code)

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SEMCO INSTRUMENTS, INC.

(Exact name of obligor as specified in its charter)

Delaware	95-2500600
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
25700 Rye Canyon Road Valencia, California	91355
(Address of principal executive offices)	(Zip code)

HARTWELL CORPORATION

(Exact name of obligor as specified in its charter)

California	95-1936254
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
900 S. Richfield Road Placentia, California	92870
(Address of principal executive offices)	(Zip code)

MCKECHNIE AEROSPACE DE, INC.

(Exact name of obligor as specified in its charter)

Delaware	20-8964837
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1301 East 9th Street, Suite 3000 Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip code)

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MCKECHNIE AEROSPACE HOLDINGS, INC.

(Exact name of obligor as specified in its charter)

Delaware	26-0181650
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1301 East 9th Street, Suite 3000 Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip code)

MCKECHNIE AEROSPACE INVESTMENTS, INC.

(Exact name of obligor as specified in its charter)

Delaware	58-2430801
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1301 East 9th Street, Suite 3000 Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip code)

MCKECHNIE AEROSPACE US LLC

(Exact name of obligor as specified in its charter)

Delaware	27-0127704
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
1301 East 9th Street, Suite 3000 Cleveland, Ohio	44114
(Address of principal executive offices)	(Zip code)

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TEXAS ROTRONICS, INC.

(Exact name of obligor as specified in its charter)

Texas	74-2925673
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
601 West Elizabeth Street Brownville, Texas	78520
(Address of principal executive offices)	(Zip code)

WESTERN SKY INDUSTRIES, LLC

(Exact name of obligor as specified in its charter)

Delaware	94-3033701
(State or other jurisdiction of incorporation or organization)	(I.R.S. employer identification no.)
2600 S. Custer Ave. Wichita, Kansas	67217
(Address of principal executive offices)	(Zip code)

7.75% Senior Subordinated Notes due 2018

and Guarantees of 7.75% Senior Subordinated Notes due 2018

(Title of the indenture securities)

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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, DC 20219
Federal Reserve Bank	San Francisco, CA 94105
Federal Deposit Insurance Corporation	Washington, DC 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.

16. List of Exhibits.

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 Mellon Trust Company, N.A., formerly known as The Bank of New York Trust Company, N.A. (Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121948 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-152875).

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. 333-152875).

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4. A copy of the existing by-laws of the trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-162713).

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. 333-152875).

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 Mellon 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 31st day of May, 2011.

THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.
By:	/S/ L. GARCIA
Name: Title:	L. GARCIA VICE PRESIDENT

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EXHIBIT 7

Consolidated Report of Condition of

THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.

of 700 South Flower Street, Suite 200, Los Angeles, CA 90017

At the close of business March 31, 2011, published in accordance with Federal regulatory authority instructions.

	Dollar Amounts in Thousands
ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin		1,466
Interest-bearing balances		152
Securities:
Held-to-maturity securities		0
Available-for-sale securities		786,518
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold		73,000
Securities purchased under agreements to resell		0
Loans and lease financing receivables:
Loans and leases held for sale		0
Loans and leases, net of unearned income		0
LESS: Allowance for loan and lease losses		0
Loans and leases, net of unearned income and allowance		0
Trading assets		0
Premises and fixed assets (including capitalized leases)		8,911
Other real estate owned		0
Investments in unconsolidated subsidiaries and associated companies		1
Direct and indirect investments in real estate ventures		0
Intangible assets:
Goodwill		856,313
Other intangible assets		209,097
Other assets		149,803
Total assets	$	2,085,261

1

LIABILITIES
Deposits:
In domestic offices	500
Noninterest-bearing	500
Interest-bearing	0
Not applicable
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased	0
Securities sold under agreements to repurchase	0
Trading liabilities	0
Other borrowed money:
(includes mortgage indebtedness and obligations under capitalized leases)	268,691
Not applicable
Not applicable
Subordinated notes and debentures	0
Other liabilities	229,106
Total liabilities	498,297
Not applicable
EQUITY CAPITAL
Perpetual preferred stock and related surplus	0
Common stock	1,000
Surplus (exclude all surplus related to preferred stock)	1,121,520
Not available
Retained earnings	463,627
Accumulated other comprehensive income	817
Other equity capital components	0
Not available
Total bank equity capital	1,586,964
Noncontrolling (minority) interests in consolidated subsidiaries	0
Total equity capital	1,586,964
Total liabilities and equity capital	2,085,261

I, Karen Bayz, CFO and Managing Director of the above-named bank do hereby declare that the Reports of Condition and Income (including the supporting schedules) for this report date have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true to the best of my knowledge and belief.

Karen Bayz ) CFO and Managing Director

We, the undersigned directors (trustees), attest to the correctness of the Report of Condition (including the supporting schedules) for this report date 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.

Timothy Vara, President	)
Frank P. Sulzberger, MD	)	Directors (Trustees)
William D. Lindelof, MD	)

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