FORM T - 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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)______
COMMERCE BANK, NATIONAL ASSOCIATION
(exact name of trustee as specified in its charter)
NATIONAL BANKING ASSOCIATION
(State of incorporation if not a national bank)
44-0206815
(I.R.S. employer identification No.)
1000 WALNUT STREET, KANSAS CITY, MISSOURI
(Address of principal executive offices)
64106
(Zip Code)
William E. Ekey
922 Walnut Street, Kansas City, MO 64106 (816) 234-2102
(Name, Address and telephone number of agent for service)
Farmland Industries, Inc.
(Exact name of obligator as specified in its charter)
Kansas
(State or other jurisdiction of incorporation or organization)
44-0209330
(I.R.S. Employer Identification No.)
3315 North Oak Trafficway, Kansas City, Missouri
(Address of principal executive offices)
64116
(Zip Code)
Subordinated Debt Securities
(Title of the indenture securities)
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.
Comptroller of the Currency,
Washington, D.C.
Federal Reserve Bank of Kansas City,
Kansas City, Missouri
Federal Deposit Insurance Corporation
Washington, D.C.
(b) Whether it is authorized to exercise corporation trust
powers.
Yes. As authorized by the Comptroller of the Currency,
effective June 30, 1972. Previously organized as a trust
company under the Laws of the State of Missouri.
ITEM 2. AFFILIATIONS WITH OBLIGOR AND UNDERWRITERS.
If the obligor or any underwriter for the obligor is an affiliate
of the trustee, describe each such affiliation.
NONE
ITEM 3. VOTING SECURITIES OF THE TRUSTEE.
Furnish the following information as to each class of voting
securities of the trustee:
As of November 20, 1998
___________________________________________________________________________
COL. A. COL. B.
Title of class Amount Outstanding
Capital Stock - par $20 900,000 Shares
ITEM 4. TRUSTEESHIPS UNDER OTHER INDENTURES.
If the trustee is a trustee under another indenture under which
any other securities, or certificates of interest or
participation in any other securities, of the obligor are
outstanding, furnish the following information:
(a) Title of the securities outstanding under each such
other indenture.
FARMLAND INDUSTRIES, INC.
(F.K.A. Consumers Cooperative Association)
Subordinated Capital Investment Certificates (under Indenture dated
July 29, 1974) 9%, due 15 years from date of issue(18th Indenture)
and
Subordinated Capital Investment Certificates (under Indenture dated
November 29, 1976) 9-1/2%, due 20 years from date of issue (21st Indenture)
and
Subordinated Capital Investment Certificates (under Indenture dated
October 24, 1978, as amended by Supplemental Indenture dated December 21,
1978) 9-1/2%, due 20 years from date of issue (23rd Indenture)
and
Subordinated Capital Investment Certificates (under Indenture dated
October 24, 1979) 10-1/2%, due 25 years from date of issue (26th Indenture)
and
Subordinated Capital Investment Certificates (under Indenture dated
November 8, 1984) due 5 years from date of issue (34th Indenture)
and
Subordinated Capital Investment Certificates (under Indenture dated
November 8, 1984) due 10 years from date of issue (35th Indenture)
and
Subordinated Capital Investment Certificates (under Indenture dated
November 8, 1984) due 20 years from date of issue (36th Indenture)
and
Subordinated Monthly Income Capital Investment Certificates
(under Indenture dated November 8, 1984) due 10 years from date
of issue (37th Indenture)
and
Subordinated Individual Retirement Account Certificates (under
Indenture dated November 8, 1984) due 10 years from date of issue
(38th Indenture)
and
Subordinated Monthly Income Capital Investment Certificates
(under Indenture dated November 11, 1985) due 5 years from date
of issue (39th Indenture)
and
Subordinated Debenture Bonds, Series A-H (under subordinated
Indenture dated as of December 4, 1997) (41st Indenture)
(b) A brief statement of the facts relied upon as a basis
for the claim that no conflicting interest within the
meaning of Section 310 (b) (1) of the Act arises as a
result of the trusteeship under any such other
indenture, including a statement as to how the
securities will rank with the securities issued under
such other indenture.
The securities issued, or to be issued, under the
indentures named herein are wholly unsecured and rank
equally with each other without priority.
ITEM 5. INTERLOCKING DIRECTORATES AND SIMILAR RELATIONSHIPS WITH
OBLIGOR OR UNDERWRITERS.
If the trustee or any of the directors or executive officers of he
trustee is a director, officer, partner, employee, appointee, or
representative of the obligor or of any underwriter for the obligor,
identify each such person having any such connection and state the nature of
each such connection.
H. D. Cleberg, President and CEO of Farmland Industries, Inc. is a
director of Commerce Bank of Kansas City, N.A.
ITEM 6. VOTING SECURITIES OF THE TRUSTEE OWNED BY THE OBLIGOR OR ITS
OFFICIALS.
Furnish the following information as to the voting securities of
the trustee owned beneficially by the obligor and each director, partner
and executive officer of the obligor.
As of November 20, 1998
___________________________________________________________________________
COL. A. COL. B. COL. C. COL. D.
Amount Percentage of voting
Name of Title of owned securities represented by
owner class beneficially amount given in Col. C.
NONE
[The remainder of this page was intentionally left blank]
ITEM 7. VOTING SECURITIES OWNED BY UNDERWRITERS OR THEIR OFFICIALS.
Furnish the following information as to the voting securities
of the trustee owned beneficially by each underwriter for the
obligor and each director, partner, and executive officer or
each underwriter.
As of November 20, 1998
___________________________________________________________________________
COL. A. COL. B. COL. C. COL. D.
Percentage of voting
securities represented
Name of Title of Amount Owned by amount given in
owner class beneficially Col. C.
NONE
ITEM 8. SECURITIES OF THE OBLIGOR OWNED OR HELD BY THE TRUSTEE.
Furnish the following information as to the securities of the
obligor owned beneficially or held as collateral security for
obligations in default by the trustee.
As of November 20, 1998
___________________________________________________________________________ COL.
A. COL. B. COL. C. COL. D.
Whether the Amount owned Percent of
securities are beneficially or held as class represented
Title of voting or non- collateral security for by amount given
class voting securities obligations in default in Col. C.
NONE
ITEM 9. SECURITIES OF UNDERWRITERS OWNED OR HELD BY THE TRUSTEE.
If the trustee owns beneficially or holds collateral security
for obligations in default any securities of an underwriter
for the obligor, furnish the following information as to each
class of securities of such underwriter any of which are so
owned or held by the trustee.
As of November 20, 1998
__________________________________________________________________________
COL. A. COL. B. COL. C. COL. D.
Amount owned beneficially Percent of
Name of issuer or held as collateral class represented
and Amount security for obligations by amount given
title of class outstanding in default by trustee in Col. C.
NONE
ITEM 10. OWNERSHIP OR HOLDINGS BY THE TRUSTEE OF VOTING SECURITIES OF CERTAIN
AFFILIATES OR SECURITY HOLDERS OF THE OBLIGOR.
If the trustee owns beneficially or holds as collateral security for
obligations in default voting securities of a person who, to the knowledge of
the trustee (1) owns 10 percent or more of the voting securities or the obligor
or (2) is an affiliate, other than a subsidiary or the obligor, furnish the
following information as to the voting securities of such person.
As of November 20, 1998
___________________________________________________________________________
COL. A. COL. B. COL. C. COL. D.
Amount owned beneficially Percent of
Name of issuer or held as collateral class represented
and Amount security for obligations by amount given
title of class outstanding in default by trustee in Col. C.
NONE
ITEM 11. OWNERSHIP OR HOLDINGS BY THE TRUSTEE OF ANY SECURITIES OF A
PERSON OWNING 50 PERCENT OR MORE OF THE VOTING SECURITIES OF
THE OBLIGOR.
If the trustee owns beneficially or holds as collateral security for
obligations in default any securities of a person who, to the knowledge of the
trustee, owns 50 percent or more of the voting securities of the obligor,
furnish the following information as to each class of securities of such person
any of which are so owned or held by the trustee.
As of November 20, 1998
___________________________________________________________________________
COL. A. COL. B. COL. C. COL. D.
Amount owned beneficially Percent of
Name of issuer or held as collateral class represented
and Amount security for obligations by amount given
title of class outstanding in default by trustee in Col. C.
NONE
ITEM 12. INDEBTEDNESS OF THE OBLIGOR TO THE TRUSTEE
Except as noted in the instructions, if the obligor is indebted to
the trustee, furnish the following information:
__________________________________________________________________________ COL.
A. COL. B. COL. C
Nature of Indebtedness Amount Outstanding Date Due
Unsecured Line of Credit $ 1,541,548 1/26/99
Unsecured Line of Credit $ 1,847,709 11/30/98
Unsecured Line of Credit $ 5,000,000 11/24/98
Unsecured Line of Credit $ 4,000,000 11/24/98
"MoBucks" Loan $12,000,000 9/03/99
ITEM 13. DEFAULTS BY THE OBLIGOR
(a) State whether there is or has been a default with respect to the
securities under this indenture. Explain the nature of any such default
There is not currently, nor has there been a default with
respect to the securities under the indentures.
(b) If the trustee is a trustee under another indenture under which
any other securities, or certificates of interest or participation in any other
securities, of the obligor are outstanding, or is trustee for more than one
outstanding series of securities under the indenture, state whether thee has
been a default under any such indenture or series, identify the indenture or
series affected, and explain the nature of any such default.
There has been no default under any of the securities for
which the Trustee is a Trustee under any other indenture.
ITEM 14. AFFILIATIONS WITH THE UNDERWRITERS
If any underwriter is an affiliate of the trustee, describe each such
affiliation.
No underwriter is an affiliate of the trustee.
ITEM 15. FOREIGN TRUSTEE
Identify the order or rule pursuant to which the foreign trustee is
authorized to act as sole trustee under indentures qualified or to be qualified
under the Act.
Not applicable.
ITEM 16. LIST OF EXHIBITS:
1. A copy of the articles of association of the trustee as
now in effect.
2. A copy of the certificate of authority of the trustee to
commence business, if not contained in the articles of
association.
3. A copy of the authorization of the trustee to exercise
corporate trust powers.
4. A copy of the existing By-Laws of the trustee or instru-
ments corresponding thereto.
5. A copy of each indenture referred to in Item 4 hereof.
6. The consents 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 the requirements of the
supervising examining authority.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the
trustee, Commerce Bank, National Association, a banking association organized
and existing under the laws of the United States, has duly caused this statement
of eligibility to be signed on its behalf by the undersigned, thereunto duly
authorized, all in the City of Kansas City, and State of Missouri, on the 20th
day of November, 1998
COMMERCE BANK,
NATIONAL ASSOCIATION
By /s/William E. Ekey
William E. Ekey
Vice-President
EXHIBIT 1
COPY OF THE ARTICLES OF ASSOCIATION OF THE TRUSTEE AS NOW IN EFFECT
EFFECTIVE WITH MERGER OF ST. LOUIS WITH AND INTO KANSAS CITY - 12/31/97
ARTICLES OF ASSOCIATION
FIRST. The title of this Association shall be Commerce Bank, National
Association.
SECOND. The main office of the Association shall be in the City of Kansas
City, County of Jackson, State of Missouri. The general business of the
Association shall be conducted at its main office and its branches.
THIRD. The Board of Directors of this Association shall consist of not
less than five nor more than twenty-five shareholders, the exact number of
Directors within such minimum and maximum limits to be fixed and determined from
time to time by resolution of a majority of the full Board of Directors or by
resolution of the shareholders at any annual or special meeting thereof. Unless
otherwise provided by the laws of the United States, any vacancy in the Board of
Directors for any reason, including an increase in the number thereof, may be
filled by action of the Board of Directors.
FOURTH. The annual meeting of the shareholders for the election of
Directors and the transaction of whatever other business may be brought before
said meeting shall be held at the main office or such other place as the Board
of Directors may designate, on the day of each year specified therefor in the
By-Laws, but if no election is held on that day, it may be held on any
subsequent day according to the provisions of law; and all elections shall be
held according to such lawful regulations as may be prescribed by the Board of
Directors.
Nominations for election to the Board of Directors may be made by the Board
of Directors or by any shareholder of any outstanding class of capital stock of
the bank entitled to vote for election of directors.
FIFTH. The authorized amount of capital stock of this Association shall be
100,000 shares of common stock of the par value of one hundred dollars ($100.00)
each; but said capital stock may be increased or decreased from time to time, in
accordance with the provisions of the laws of the United States.
No holder of shares of the capital stock of any class of the corporation
shall have any preemptive or preferential right of subscription to any shares of
any class of stock of the corporation, whether now or hereafter authorized, or
to any obligations convertible into stock of the corporation, issued or sold,
nor any right of subscription to any thereof other than such, if any, as the
Board of Directors, in its discretion, may from time to time determine and at
such price as the Board of Directors may from time to time fix.
The Association, at any time and from time to time, may authorize and issue
debt obligations, whether or not subordinated, without the approval of the
shareholders.
SIXTH. The Board of Directors shall appoint one of its members President
of this Association, who shall be Chairman of the Board, unless the Board
appoints another director to be the Chairman. The Board of Directors shall have
the power to appoint one or more Vice Presidents; and to appoint a Cashier and
such other officers and employees as may be required to transact the business of
this Association.
The Board of Directors shall have the power to define the duties of the
officers and employees of the Association; to fix the salaries to be paid to
them; to dismiss them; to require bonds from them and to fix the penalty
thereof; to regulate the manner in which any increase of the capital of the
Association shall be made; to manage and administer the business and affairs of
the Association; to make all By-Laws that it may be lawful for them to make; and
generally to do and perform all acts that it may be legal for a Board of
Directors to do and perform.
SEVENTH. The Board of Directors shall have the power to change the
location of the main office to any other place within the limits of Kansas City,
Missouri, without the approval of the shareholders, and shall have the power to
establish or change the location of any branch or branches of the Association to
any other location without the approval of the shareholders but subject to the
approval of the Comptroller of the Currency.
EIGHTH. The corporate existence of this Association shall continue until
terminated in accordance with the laws of the United States.
NINTH. The Board of Directors of this Association, or any shareholder
owning, in the aggregate, not less than 25 per cent of the stock of this
Association, may call a special meeting of shareholders at any time. Unless
otherwise provided by the laws of the United States, a notice of the time,
place, and purpose of every annual and special meeting of the shareholders shall
be given by first-class mail, postage prepaid, mailed at least ten days prior to
the date of such meeting to each shareholder of record at his address as shown
upon the books of this Association.
TENTH. This Association shall, to the fullest extent permissible under The
General and Business Corporation Law of Missouri, (a) indemnify any person who
was or is a party or is threatened to be made a party to any threatened, pending
or completed action, suit or proceeding, other than an action by or in the right
of the corporation, by reason of the fact that such person is or was a director,
officer or employee of this Association, or is or was serving at the request of
this Association as a director, officer or employee of another corporation,
partnership, joint venture, trust or other enterprise, against expenses,
including attorneys' fees, judgments, fines and amounts paid in settlement
actually and reasonably incurred by him in connection with such action if he
acted in good faith and in a manner he reasonably believed to be in or not
opposed to the best interests of the Association, and, with respect to any
criminal action or proceeding, had no reasonable cause to believe his conduct
was unlawful, and (b) indemnify any person who was or is a party or is
threatened to be made a party to any threatened pending or completed action or
suit by or in the right of the Association to procure a judgment in its favor by
reason of the fact that such person is or was a director, officer or employee of
the Association or is or was serving at the request of the Association as a
director, officer or employee of another corporation against expenses and
amounts paid in settlement actually and reasonably incurred by him in connection
with the defense or settlement of such action or suit if he acted in good faith
and in a manner he reasonably believed to be in or not opposed to the best
interests of the Association, and indemnification shall be made in the event of
negligence or misconduct in the performance of duties to the corporation only to
the extent that the court in which the action or suit was brought determines
upon application that the person is fairly and reasonably entitled to indemnity
for such expenses; provided, however, that no such indemnification shall be
available to any person against expenses or civil money penalties arising from
final orders in an administrative proceeding or action instituted by an
appropriate bank regulatory agency assessing such civil money penalties or
requiring affirmative action by an individual or individuals in the form of
payments to this Association; and, provided further, that all advances to an
officer, director or employee to indemnify such party against expenses incurred
in an action instituted by the Comptroller of the Currency shall be made subject
to reimbursement if a final order is entered assessing civil money penalties or
requiring payments to be made to this Association and before any advances are
made the Board of Directors of this Association in good faith has determined in
writing that all the following conditions are met:
1. The officer, director or employee has a substantial likelihood of
prevailing on the merits;
2. In the event the officer, director or employee does not prevail, he or she
will have the financial capability to reimburse this Association; and
3. Payment of expenses by this Association will not adversely affect the
Association's safety and soundness;
and provided further, the Association may purchase insurance covering the
liability of its directors, officers, or employees, and pay the premiums
therefor, to the extent authorized under The General and Business Corporation
Law of Missouris, except that any such insurance shall exclude insurance
coverage for a formal order assessing civil money penalties against a bank
director or employee.
ELEVENTH. These Articles of Association may be amended at any regular or
special meeting of the shareholders by the affirmative vote of the holders of a
majority of the stock of this Association, unless the vote of the holders of a
greater amount of stock is required by law, and in that case by the vote of the
holders of such greater amount.
SECTION 10
This Agreement shall be ratified and confirmed by the affirmative vote of
shareholders of each of the merging banks owning at least two-thirds of its
capital stock outstanding at a meeting to be held on the call of the directors;
and the Merger shall become effective at the time specified in a merger approval
to be issued by the Comptroller of the Currency of the United States.
EXHIBIT 2
COPY OF THE CHARTER
There is a document called "Comptroller of the currency that can not be put in
ASCII. It is a picture of the certificate which is dated January 4, 1996.
EXHIBIT 3
COPY OF THE AUTHORIZATION OF THE TRUSTEE
TO EXERCISE CORPORATE TRUST POWERS
This is a picture copy of a letter dated June 29, 1972 from Mr. Dean E. Miller,
Deputy Comptroller of the Currency for Trustee, Administrator of National Banks.
EXHIBIT 4
COPY OF THE EXISTING BY-LAWS OF THE TRUSTEE
OR INSTRUMENTS CORRESPONDING THERETO
COMMERCE BANK, N.A., Kansas City, Missouri
By-Laws as amended thru November 20, 1998
BY-LAWS OF
COMMERCE BANK, NATIONAL ASSOCIATION
KANSAS CITY, MISSOURI
By-Laws as amended January 9, 1998
BY-LAWS OF
COMMERCE BANK, NATIONAL ASSOCIATION
KANSAS CITY, MISSOURI
ARTICLE I
STOCKHOLDERS' MEETING{TC \L1 " ARTICLE I STOCKHOLDERS'
MEETING}
SECTION 1.1 STOCKHOLDERS' ANNUAL MEETING{TC \L2 "SECTION 1.1
STOCKHOLDERS' ANNUAL MEETING}. The annual meeting of the stockholders of
this Association for the election of directors and the transaction of other
business shall be held at the offices of the Association in Kansas City,
Missouri, on the third Tuesday of February in each year, and shall be convened
by the Chairman of the Board or the President at the hour of ten o'clock A.M.,
or in lieu thereof the stockholders may elect such directors and transact such
other business by executing a written document evidencing their unanimous
consent thereto and causing such written document to be filed in the official
records of this Association by the Secretary.
SECTION 1.2 SPECIAL MEETINGS OF STOCKHOLDERS{TC \L2 "SECTION 1.2
SPECIAL MEETINGS OF STOCKHOLDERS}. Special meetings of the stockholders
may be called by the Chairman of the Board or the President at any time, and
shall be called whenever so directed by resolution of the Board of Directors, or
whenever stockholders holding a majority of the capital stock issued and
outstanding, request either of them in writing so to do.
SECTION 1.3 NOTICE{TC \L2 "SECTION 1.3 NOTICE}. Notice of each
annual and each special meeting of stockholders shall be given by the Secretary
as required by law; provided, that notice of any meeting of stockholders may be
waived by any stockholder executing a written waiver of notice either before,
during or after such meeting. The execution of a document evidencing the
unanimous consent of all stockholders shall constitute the waiver of any notice
required for the taking of such action.
SECTION 1.4 VOTES{TC \L2 "SECTION 1.4 VOTES}. Each share of stock
shall entitle its owner to one vote, and in case of election for Directors, each
stockholder shall have the right to cast as many votes in the aggregate as shall
equal the number of shares held by such stockholder, multiplied by the number of
directors to be elected, and may cast the whole number of votes, in person or by
proxy, for one candidate or distribute them among two or more.
SECTION 1.5 PROXIE{TC \L2 "SECTION 1.5 PROXIE}S. Stockholders may
vote at any meeting of the stockholders by proxies duly authorized in writing;
provided, however, that each proxy shall be valid only for the specific meeting
of stockholders specified therein and at any adjournments of such meeting, and,
provided further, that no officer or employee of this Association shall act as
proxy. Proxies shall be dated and shall be filed with the records of the
meeting.
ARTICLE II
DIRECTORS{TC \L1 "ARTICLE II DIRECTORS}
SECTION 2.1 BOARD OF DIRECTORS{TC \L2 "SECTION 2.1 BOARD OF DIRECTORS}.
The affairs of this Association shall be controlled and managed by a Board of
Directors (hereinafter referred to as the "Board") consisting of not less than
five nor more than twenty-five shareholders, the exact number within such
minimum and maximum limits to be fixed and determined from time to time by
resolution of a majority of the full Board or by resolution of the shareholders
at any meeting thereof; provided, however, that a majority of the full Board may
not increase the number of directors to a number which: (i) exceeds by more than
two the number of directors last elected by shareholders where such number was
fifteen or less; and (ii) exceeds by more than four the number of directors last
elected by shareholders where such number was sixteen or more, but in no event
shall the number of directors exceed twenty-five.
In addition the Board may appoint, from time to time, one or more Advisory
Directors to serve in advisory capacities only without the power of final
decision in matters concerning the business of this Association; and the Board
delegates to the Chairman, Vice Chairman or President the power and authority to
appoint, from time to time, one or more Advisory Directors to serve in advisory
capacities in the various market regions of this Association and to establish
compensation for such Advisory Directors.
Advisory Directors shall be subject to the same requirements relating to
retirement as other directors. Advisory Directors may also serve in an advisory
capacity on any committee; provided, that an Advisory Director may not fill any
committee position which, according to these By-Laws, must be filled by a
regular member of the Board.
SECTION 2.2 RETIREMENT OF DIRECTORS{TC \L2 "SECTION 2.2 RETIREMENT OF
DIRECTORS}. No person shall be elected a director of this Association who shall
have attained the age of 70 years, and each person serving as a director of this
Association upon attaining the age of 70 years shall be deemed to have submitted
his resignation as a director of this Association with such resignation to
become effective on the day such director attains the age of 70 years.
Notwithstanding the foregoing, a director who is also an officer of this
Association shall retire from the Board on the date he shall resign, retire or
otherwise terminate his services as an officer of this Association. The
election or re-election by mistake or otherwise of a director in violation of
the aforesaid policy shall not, ipso facto, void such election or re-election or
nullify any actions such person might take as a director.
SECTION 2.3 BOARD MEETINGS{TC \L2 "SECTION 2.3 BOARD MEETINGS}. Regular
meetings of the Board shall be held at the office of the Association in Kansas
City, Missouri, or such other place as the Board shall determine, either within
or without the State of Missouri at the hour of 9:00 in the morning, on the
second Monday of each month, if not a legal holiday, and if the same be a legal
holiday, then on the first day following which is not a legal holiday. No
notice shall be required for any such regular monthly meetings of the Board, and
any and all business may be transacted thereat. Meetings of the Board or any
Committee of the Board may be conducted in a manner such that members of the
Board may participate by means of conference video or similar communications
equipment whereby all persons participating in the meeting can see and hear each
other, and participation in this manner shall constitute presence in person at
the meeting.
At the first regular meeting of the Board following a stockholders meeting
at which directors are elected, the Board shall first proceed with the
organization of the new Board and shall elect and appoint such officers as these
By-Laws or the Board may prescribe.
SECTION 2.4 SPECIAL BOARD MEETINGS{TC \L2 "SECTION 2.4 SPECIAL BOARD
MEETINGS}. Special meetings of the Board may be held at any time on the call of
the Chairman of the Board, the Chairman of the Executive Committee, if one be
elected, or the President, or any three (3) directors.
SECTION 2.5 NOTICE OF BOARD MEETINGS{TC \L2 "SECTION 2.5 NOTICE OF BOARD
MEETINGS}. While no notice shall be required for any regular meeting of the
Board, nevertheless, the Secretary, for the information of the directors, shall
mail to each director a written or printed notice specifying the time and place
of such meeting, addressed to him at his last known business address (postage
prepaid), not less than twenty-four (24) hours before the hour fixed for the
meeting. Except in the case of special meetings called by reason of emergency,
as hereinafter provided, notice of the time and place of special meetings shall
be given by the Secretary, in writing, delivered to, or by telephone message
communicated to, or by prepaid telegram deposited in the telegraph office at
Kansas City, Missouri, addressed to each director not less than twenty-four (24)
hours before the hour fixed for the meeting. Such notices and communications
may be addressed to or communicated to such director at his last known place of
business or residence, and shall be sufficient if delivered to, addressed to, or
communicated to, such place of business or residence. If in the opinion of the
Chairman of the Board, or the President, and of three directors, the matters to
be presented at such special meeting are so urgent in their character as to
constitute an emergency requiring a shorter notice, and they shall so certify in
writing, notice of such meeting may be given in the same manner as hereinbefore
provided, but shall be sufficient if given at least one (l) hour before the hour
fixed for the meeting. Unless otherwise indicated in the notice thereof, any
and all business may be transacted at a special meeting.
SECTION 2.6 QUORUM. A majority of the directors shall constitute a
quorum at any meeting, except when otherwise provided by law, but a lesser
number may adjourn any meeting from time to time and the meeting may be held, as
adjourned, without further notice.
SECTION 2.7 VACANCIES. When any vacancy occurs among the directors the
remaining members of the Board, in accordance with the laws of the United
States, may appoint a director to fill such vacancy at any regular meeting of
the Board or at a special meeting called for that purpose.
SECTION 2.8 COMPENSATION OF DIRECTORS. The compensation of Directors
and Advisory Directors of this Association for services shall be established by
the Board; provided that no such compensation shall be paid to any director who
shall at the time be receiving a salary from the Association, the parent of the
Association or any other subsidiary of the parent, as an officer thereof,
without express order from the Board.
ARTICLE III
COMMITTEES
SECTION 3.1 EXECUTIVE COMMITTEE. The Executive Committee shall consist
of five (5) directors, of whom the Chairman of the Board, the Chairman of the
Executive Committee, if one be so elected, and the President shall be members
and such other members of the Board as may be appointed, from time to time, by
the Chairman of the Board with the approval of the Board.
The Executive Committee shall have, and exercise, all the powers of the
Board during the intervals between meetings of the Board, including the power to
control the conduct of the Association's business, and full power to appoint
committees and prescribe their duties, and to direct the actions of all
officers, agents and employees of the Association.
The Executive Committee shall meet at the office of the Association on such
days and at such hour as meetings of such Committee may be called, from time to
time, by any three members thereof, or by the Chairman of the Executive
Committee, the Chairman of the Board, or the President. Notices of meetings
shall be given in the same manner as is provided for in the case of special
emergency meetings of the Board. Three (3) members of the Executive Committee
shall constitute a quorum for the transaction of business. Unless otherwise
indicated in the notice thereof, any and all business may be transacted at any
meeting of the Committee.
Minutes of the meetings of the Executive Committee shall be recorded in
chronological order in the same Minute Book of the Association in which the
minutes of the meetings of the stockholders and of the Board are recorded, and
shall be approved at the next succeeding meeting of the Board as the report of
that committee to the Board, together with any special report that said
Committee may wish to make to the Board not contained in said minutes.
SECTION 3.2 OTHER COMMITTEES. From time to time the Board may create
such other committees, consisting of such persons, as the Board may determine to
be necessary or desirable and may fix the powers and duties of any such
committee.
SECTION 3.3 COMPENSATION OF COMMITTEE MEMBERS. The compensation of
committee members for service shall be established by the Board for each meeting
attended; provided, that no such compensation shall be paid to any committee
member who shall at the time be receiving a salary from the Association, the
parent of the Association or any other subsidiary of the parent, as an officer
thereof, without express order from the Board.
ARTICLE IV
OFFICERS
SECTION 4.1 EXECUTIVE OFFICERS. The executive officers of this
Association shall be the Chairman of the Board, the Vice Chairman of the Board,
if one or more is so elected, the Chairman of the Executive Committee, if one be
so elected, the President, the Executive Vice Presidents and the Secretary. Any
person may hold two or more offices except the offices of President and
Secretary.
SECTION 4.2 CHAIRMAN OF THE BOARD. The Board shall elect one of its
members to be Chairman of the Board. He shall preside at all meetings of the
Board and shall supervise the establishment of policies adopted or approved by
the Board. He shall have general executive powers, including, by way of
illustration, the power to fix remuneration of officers, agents and employees;
to employ and dismiss any officer, agent or employee; and to assign officers,
agents and employees to duties in the various areas of the Association, as well
as the specific powers conferred by these By-Laws and shall also have and may
exercise such further powers and duties as may from time to time be conferred
upon, or assigned to him by the Board.
SECTION 4.3 VICE CHAIRMAN OF THE BOARD. The Board may elect one or more
of its members to the office of Vice Chairman of the Board. In the absence of
the Chairman, any Vice Chairman may preside at any meeting of the Board. The
Vice Chairman of the Board shall assist the Chairman of the Board in
establishing policies adopted or approved by the Board. A Vice Chairman of the
Board shall have such general executive powers as may be assigned by the
Chairman as well as specific powers conferred by these By-Laws, and shall also
have and may exercise such further powers and duties as may from time to time be
conferred upon or assigned to him by the Board.
SECTION 4.4 CHAIRMAN OF THE EXECUTIVE COMMITTEE. The Board may elect
one of its members to the office of Chairman of the Executive Committee, and
such officer shall preside over all meetings of the Executive Committee. In the
absence of the Chairman or any Vice Chairman of the Board, the Chairman of the
Executive Committee shall preside at any meeting of the Board. The Chairman of
the Executive Committee shall have such general executive powers as may be
assigned by the Chairman as well as specific powers conferred upon or assigned
to him by the Board.
SECTION 4.5 PRESIDENT. The Board shall elect one of its members to be
President of the Association. In the absence of the Chairman, any Vice
Chairman, or Chairman of the Executive Committee, the President shall preside at
any meeting of the Board. The President shall have such general executive
powers as may be assigned by the Chairman, and shall have and may exercise any
and all other powers and duties pertaining by law, regulation, or practice, to
the office of President, or imposed by these By-Laws, and shall also have and
may exercise such further powers and duties as may from time to time be
conferred upon or assigned to him by the Board.
SECTION 4.6 VICE PRESIDENT. The Board shall elect one or more Vice
Presidents and may classify one or more of such Vice Presidents so elected as
Executive Vice President, Senior Vice President or otherwise as the Board may
deem appropriate. The office of Executive Vice President shall be deemed
executive offices of the Association and the persons holding such office shall
be authorized to participate in the major policy making functions of the Asso-
ciation and shall additionally have such powers and duties as imposed by the
By-Laws or assigned or conferred from time to time by the Board, the Chairman of
the Board, a Vice Chairman or the President. Each Executive Vice President
shall have and may exercise any and all powers and duties pertaining to the
office of Executive Vice President as imposed by these By-Laws and shall also
have and may exercise such further powers and duties as may from time to time be
conferred upon or assigned to him by the Board, the Chairman of the Board, a
Vice Chairman or the President.
SECTION 4.7 SECRETARY. The Board shall elect a Secretary (who may also
be designated as Cashier) who shall be the Secretary of the Board and of the
Association. He shall attend the meetings of stockholders, the Board, and the
Executive Committee and keep minutes of said meetings and shall have custody of
the corporate records of the Association. He shall have custody of the seal of
the Association and shall have authority to affix the same to any instrument
executed on behalf of the Association and also to attest the same. He shall
also attend to the giving of all notices required by these By-Laws to be given
and shall have and may exercise any and all other powers and duties pertaining
by law, regulation or practice or imposed by these By-Laws or as may be assigned
to him, from time to time, by the Board. The Board may elect one or more
Assistant Secretaries, from time to time, as may appear to be Board to be
required or desirable to transact the business of the Association.
SECTION 4.8 GENERAL COUNSEL. The Board shall elect a General Counsel
who shall have charge of the legal business of the Association and shall appear
or provide for proper appearances for the Association in suits and proceedings
to which it is a party. He shall advise the Board, Executive Committee,
Chairman of the Board, President and other officers of the Association
concerning the affairs of the Association when by them requested. He shall also
have such other powers and duties as may be imposed by these By-Laws.
SECTION 4.9 CONTROLLER. The Board shall elect a Controller who shall
receive and take care of all monies, securities and evidences of indebtedness
belonging to the Association, keep full and complete accounts of receipts and
disbursements, and make reports thereof to the Executive Committee and the Board
as often as may be requested. He shall, under the direction of the Chairman of
the Board, a Vice Chairman, or the President, perform such other duties
pertinent to his office as they may require.
SECTION 4.10 OTHER OFFICERS. The Board may also elect, from time to time,
one or more individuals as "Officers" or "Corporate Officers" of this
Association and with respect to such Officers or Corporate Officers, the Board
may permit the additional use of community, market, group or division title by
such Officers or Corporate Officers. All such titles above the level of vice
president shall be approved by the Board. All titles of vice president and
below shall be conferred according to procedures adopted by the Director of
Human Resources. Such title designation shall not be deemed as conferring any
additional responsibility or authority on any such individual beyond that
approved in these By-Laws or by resolution of the Board.
SECTION 4.11 BONDS. All officers shall be bonded with such security and
approved in such manner as the Board or the Executive Committee may from time to
time direct.
SECTION 4.12 TENURE OF OFFICE. The officers of this Association shall be
elected by the Board annually at the annual meeting of the Board and such
officers as shall be elected to such offices shall continue in office for one
year and until their successors shall be elected, unless such officer shall
resign, become disqualified, or be removed. Persons may be elected officers or
be promoted to a different office at any meeting of the Board; provided, that
such person so elected shall continue in office only until the next annual
meeting of the Board at which all officers are to be elected or re-elected,
unless any such person shall resign, become disqualified, or be removed. The
Board shall have the power to remove any officer at any time and, in addition,
may designate by resolution, officers who shall have the authority to dismiss
any officer, agent or employee.
ARTICLE V
POWERS AND DUTIES OF OFFICERS
SECTION 5.1 REPRESENTATION. The Chairman of the Board, any Vice
Chairman, the President, the General Counsel, and such other officer or officers
of the Association as may be empowered so to do by the Board, or any one of
them, shall have power to act for, appear in behalf of, and represent this
Association before all Departments and Courts of the United States of America,
and any State, Territory or Possession thereof, and to execute general or
special powers of attorney for litigation in favor of lawyers, solicitors,
agents, or any other legal representatives, granting to them such powers and
authorization, whether ordinary or extraordinary, and with or without
limitation, which any such officer may deem advisable, including the power to
settle in or out of court, or to submit to arbitrators or other adjustment, any
question in which this Association may be interested; and to employ counsel and
direct the taking of any legal action in reference to any of the foregoing, or
any other matter or thing touching the interest of the Association.
SECTION 5.2 REAL ESTATE CONVEYANCES. All transfers and conveyances of
real estate, including releases of mortgages, deeds of trust and other real
estate interests held, or purportedly held, by the Association, may without any
further order of the Board be executed and delivered by the Chairman of the
Board, any Vice Chairman, the President, or any Executive Vice President and
such other Officers of the Association as the Board, by resolution, may appoint,
sealed with the corporate seal of the Association and, if required, attested by
the Secretary or one of the Assistant Secretaries of the Association.
SECTION 5.3 VOTING OF SECURITIES. Unless otherwise ordered by the Board
or the Executive Committee, the Chairman of the Board, any Vice Chairman, the
President, any Executive Vice President, or such other Officers of this
Association as the Board, by resolution, shall appoint, shall each have full
power and authority in behalf of the Association to attend, and to act and to
vote at any meeting of the stockholders of any corporation in which the
Association may hold stock, in its own capacity or in any fiduciary capacity,
and in connection with such meeting each of said officers shall possess and may
exercise in behalf of the Association any and all rights and powers incident to
the ownership of such stock, including the power to sign proxies therefor;
provided, that any proxy granted with respect to stock held in a fiduciary
capacity shall be limited to a single meeting and shall either be limited to
voting for trustees or directors or shall direct how such proxy holder shall
vote.
SECTION 5.4 FORECLOSURE OF COLLATERAL. The Chairman of the Board, any
Vice Chairman, the President, and any Executive Vice President, and such other
Officers of this Association as the Board, by resolution, shall appoint, shall
each have power and authority for and on behalf of this Association to request,
order or direct the foreclosure of any mortgage, deed of trust or other security
agreement in favor of the Association held or owned by the Association (or held
by this Association in trust) securing a loan or loans or other obligations and
to exercise any or all of the options and powers inuring to this Association
under the provisions of such mortgages, deeds of trust or security agreements or
under the terms of the note or notes thereby secured, including the power and
authority to appoint and designate a successor trustee or trustees as
substitutes for the trustee or trustees named in any such mortgage or deed of
trust.
SECTION 5.5 REFUSAL TO SERVE AS TRUSTEE. The Chairman of the Board, any
Vice Chairman, the President, and any Executive Vice President, or such Officers
as the Board, by resolution, shall appoint, shall each have power and authority
to act for the Association in refusing or declining to act as trustee under any
mortgage or deed of trust securing a loan on real or personal property in which
this Association is named or designated as trustee, and/or to resign as such
trustee, and to make, execute and deliver in the name of, and for and in behalf
of the Association, appropriate instruments, in writing, evidencing such refusal
or declination to so act or such resignation.
SECTION 5.6 AUTHENTICATION OF SECURITIES. The Chairman of the Board,
any Vice Chairman, the President, any Executive Vice President, or such Officers
as the Board, by resolution shall approve, shall each have authority to
countersign or authenticate bonds or certificates on behalf of this Association
as Trustee, and to sign, in behalf of this Association as Trustee,
authentications or certifications of this Association as Trustee under any
mortgage, deed of trust or other agreement securing an issue of bonds,
debentures, notes or other obligations of any corporation, association or
individual, or as registrar or transfer agent, and also certificates of deposit
for stock, bonds, debentures, notes or other obligations, interim certificates
and trust certificates. The Chairman of the Board, any Vice Chairman, the
President, any Executive Vice President, and such Officers as the Board, by
resolution, shall appoint, or the Secretary and any Assistant Secretary shall
each have authority to countersign or authenticate bonds or certificates on
behalf of this Association where this Association is the direct purchaser of the
issue and to execute any closing documents required for the purchase of such
bonds.
SECTION 5.7 TRUST DIVISION. The Chairman of the Board shall assign an
Officer who shall have and may exercise, subject to the control of the Chairman,
a Vice Chairman or the President, general supervision over the Trust Division.
Such Officer together with such other Officers designated by the Board and
assigned to the Trust Division and each of them, may represent the Association
in any of the business of said division. All securities and funds held by the
Association in a fiduciary capacity and the accounts of each trust or other
fiduciary relationship shall be held separate and apart from those of every
other and entirely separate and apart from the assets of the Association, and
such securities shall be subject to the joint control of two Officers or, if
designated by the Officer having general supervision of the Trust Division,
employees of the Trust Division.
SECTION 5.8 TRUSTS. The Chairman of the Board, any Vice Chairman, the
President, any Executive Vice President, the Officer having general supervision
of the Trust Division, or such other Officers as the Board may designate within
the Trust Division shall each have authority, for and on behalf of this
Association, to accept or reject any and all trusts or other fiduciary duties or
responsibilities which may be offered to this Association, and in connection
therewith to execute, on behalf of this Association, all trust agreements or
other appropriate instruments and the Secretary, or any Assistant Secretary of
this Association, is authorized to affix the seal of this Association to any
such trust agreement or other instrument which has been duly signed by any such
officer.
SECTION 5.9 SUBSTITUTION OF ATTORNEY-IN-FACT. Whenever this Association
has been, or may be appointed Attorney-in-Fact, with power of substitution in
and about the transfer of shares of capital stock, bonds or other instruments
commonly referred to as securities of any corporation or other entity, the
Chairman of the Board, any Vice Chairman, the President, or any Executive Vice
President or such other Officers as the Board shall, by resolution, designate,
may substitute, by a proper written instrument, an attorney-in-fact to act in
the place and stead of this Association in and about such transfer.
SECTION 5.10 PURCHASE OR TRANSFER OF SECURITIES. The Chairman of the
Board, any Vice Chairman, the President, and any Executive Vice President, the
Controller or such other Officers as the Board shall, by resolution, designate,
shall each have authority for and in behalf of the Association, and in its name,
to sell, assign and transfer, or to purchase or otherwise acquire, directly or
through a cash account of this Association established or maintained with a
brokerage firm selected by such person, any and all shares of the capital stock,
bonds, or other instruments commonly referred to as securities, and notes,
mortgages and deeds of trust issued by any corporation or other entity and held
or to be held by this Association in its own capacity or in any fiduciary
capacity; and the Chairman of the Board, any Vice Chairman or the President may
designate, in writing, from time to time, such other officers or employees as
shall be authorized to exercise the powers granted by this Section.
SECTION 5.11 BANKING RELATIONSHIPS. The Chairman of the Board, any Vice
Chairman and the President shall each have authority for and in behalf of the
Association to designate from time to time institutions with which this
Association may maintain checking or other depository accounts, safekeeping
accounts, clearing accounts or such other form of account as may be deemed
necessary or appropriate for the conduct of the Association's business, whether
any such account shall be in the name of this Association or in the name of this
Association in any custodial or fiduciary capacity, and to designate from time
to time such individuals, who may be officers or employees of this Association,
as shall be authorized to effect transactions with respect thereto, and with
respect to any and all accounts or transactions with the Federal Reserve Bank ,
including, without limitation, the signing of checks, drafts or other orders
with respect to any depository account to effect the deposit or withdrawal of
funds, securities, instruments or other documents held in or subject to any such
account, including delivery instructions with respect to any safekeeping,
clearing or other form of account, and any such transactions as may be effected
by a designated individual shall include authority to effect transfers of funds,
securities, instruments or other documents subject to any such account by wire
or telephone instruction.
ARTICLE VI
STOCK
SECTION 6.1 STOCK CERTIFICATES--TRANSFERRED. The capital stock of this
Association shall be represented by certificates signed by the Chairman of the
Board, any Vice Chairman, the President, or any Executive Vice President, and
attested by the Secretary or an Assistant Secretary, with the corporate seal
affixed, and shall be transferable only on the books of the Association, in
person or by attorney duly authorized according to law; and when stock is
transferred, the certificate therefor shall be returned to the Association and
canceled, and new certificate issued.
SECTION 6.2 STOCKHOLDERS RECOGNIZED. Until stock shall be transferred,
as provided in Section 6.l, no person shall be recognized by this Association as
the owner of said stock, except the person to whom the same was issued, and in
whose name the same stands on the books of the Association, except as provided
by law in case of executor, administrator, guardian or trustee.
SECTION 6.3 RECORD DATE. With respect to each meeting of stockholders,
each declaration and payment of a dividend or distribution, or each declaration
and grant of allotment of rights, the Board may fix a date preceding the date on
which such event affecting the rights of any stockholder shall occur as a record
date for the determination of the stockholders entitled to notice of and to vote
at any such meeting or entitled to receive payment of any such dividend or to
any such allotment of rights or to exercise the rights in respect of any change,
conversion or exchange of capital stock, and in such case such stockholders and
only such stockholders as shall be stockholders of record on the date so fixed
shall be entitled to notice of and to vote at such meeting or to receive payment
of such dividend or to receive such allotment of rights or to exercise such
rights, as the case may be, notwithstanding any transfer of any stock on the
books of the Association after any such record date fixed as aforesaid. Any
such date as may be fixed by the Board as the record date shall not precede the
date of any meeting of stockholders, the date for the payment of any dividend or
the date for allotment of rights or the date when any change, conversion or
exchange of capital stock shall go into effect by more than fifty days. If the
Board shall not have set a record date for the determination of its stockholders
entitled to participate in the event for which a record date be established, the
date on which notice of the meeting is mailed or the date such dividend is
declared or other right announced shall be the record date for such
determination of stockholders so entitled to participate.
ARTICLE VII
MISCELLANEOUS
SECTION 7.1 FISCAL YEAR. The fiscal year of this Association shall end
on the 31st day of December in each year, and at the close of each fiscal year
it shall be the duty of the Board to cause a complete and accurate statement of
the financial condition of the Association to be made forthwith from the books
thereof, a copy of which shall be submitted to the stockholders at the annual
meeting.
SECTION 7.2 SEAL. The Association shall have a corporate seal which
shall have inscribed around the upper circumference thereof "Commerce Bank" and
around the lower circumference thereof "National Association" and elsewhere
thereon shall bear the word "Seal".
SECTION 7.3 BUSINESS HOURS. The main office and all other facilities of
the Association shall be open for the transaction of business on such days and
during such hours as the Board or the Executive Committee may in its discretion
determine. The Board of Directors, or the Executive Committee, however, may in
its discretion change said hours and days, or close the office entirely,
whenever the interests of the Association will be best served thereby, or
circumstances shall render the same proper.
SECTION 7.4 AMENDMENTS. The Board shall have the power to make, alter,
amend, or repeal the By-Laws of this Association from time to time.
Exhibit 5
COPIES OF INDENTURE
Exhibit 5
Page 1
COPIES OF INDENTURE
Copies of the Indentures referred to in Item 4 hereof have heretofore been filed
with the Securities and Exchange Commission under the Securities Act of 1933 and
the Securities Exchange Act of 1934 as Exhibits to the Registration Settlements
of the Farmland Industries, Inc. (formerly Consumers Cooperative Association).
The copies of Indentures listed in this Exhibit 5 hereof are hereby incorporated
by reference to the Exhibits to the Registration Statements which are listed as
items (a) through (k) as follows:
(a) Trust Indenture dated July 29, 1974, as amended January 29, 1982
(Form S-1, No. 2-51757 effective October 22, 1974)
9%, 15-Year Subordinated Capital Investment Certificates
(b) Trust Indenture dated November 29, 1976, as amended January 29,
1982. (Form S-1, No. 2-55767 effective January 10, 1977).
9-1/2%, 20-Year Subordinated Capital Investment Certifi-
cates
(c) Trust Indenture dated October 24, 1978, as amended December 21,
1978. (Form S-1, No. 2-63106)
9-1/2% 20-Year Subordinated Capital Investment Certifi-
cates
(d) Trust Indenture dated October 24, 1979, as amended January 29,
1982. (Form S-1, No. 2-66090 effective January 3, 1980).
10-1/2%, 25-Year Subordinated Capital Investment Certifi-
cates
(e) Trust Indenture dated November 8, 1984.
(Form S-1, No. 2-94400 effective December 31, 1984).
5-Year Subordinated Capital Investment Certificates
(f) Trust Indenture dated November 8, 1984.
(Form S-1, No. 2-94400 effective December 31, 1984).
10-Year Subordinated Capital Investment Certificates
(g) Trust Indenture dated November 8, 1984.
(Form S-1, No. 2-94400 effective December 31, 1984).
20-Year Subordinated Capital Investment Certificates
(h) Trust Indenture dated November 8, 1984
(Form S-1, No. 2-9440 effective December 31, 1984)
10-Year Subordinated Monthly Income Capital Investment
Certificates
(i) Trust Indenture dated November 8, 1984
(Forms S1, No. 2-94400 effective December 31, 1984)
10-year IRA Certificates
(j) Trust Indenture dated November 11, 1985
(Form S-1, No. 33-1970, effective December 3, 1985)
5-Year Subordinated Monthly Income Capital Investment
Certificates
(k) Subordinated Indenture dated as of December 4, 1997
(Form S-1, No. 333-40759, effective December 15, 1997)
Exhibit 6
CONSENTS OF THE TRUSTEE REQUIRED
BY SECTION 321(B) OF THE ACT
Exhibit 6
CONSENT OF THE TRUSTEE
Pursuant to Section 321(b) of the Trust Indenture Act, Commerce
Bank, National Association, hereby consents to the release of reports of
examinations by Federal, State, Territorial or District authorities to the
Securities and Exchange Commission upon request therefor. Dated this 20th day
of November, 1998.
COMMERCE BANK,
NATIONAL ASSOCIATION, Trustee
By: /s/ William E. Ekey
William E. Ekey, Vice-President
EXHIBIT 7
COPY OF THE LATEST REPORT OF CONDITION OF THE TRUSTEE
PUBLISHED PURSUANT TO LAW OR THE REQUIREMENTS
OF THE SUPERVISING EXAMINING AUTHORITY
COMMERCE BANK N.A. (KANSAS CITY)
STATEMENT OF CONDITION
JUNE 30, 1997
ASSETS
Loans, less allowance for loan losses of 93,808.000 $5,663,253,000
Investment Securities:
US Goverment and Federal Agency obligations $1,017,155,000
Obligation of states and political subdivisions 30,383,000
Other securities 748,722,000 1,796,260,000
Federal funds sold and securities purchased under
agreements to resell 294,035,000
Trading account securities 27,762,000
Net earning assets 7,781,310,000
Cash and due from banks 560,857,000
Land, buildings and equipment 156,422,000
Customers' acceptance liability 1,677,000
Other assets 133,782,000
Total Assets $8,634,058,000
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Demand $1,275,944,000
Savings and interest bearing demand 4,099,350,000
Time 1,884,685,000 $7,259,979,000
Federal funds purchased and securities sold under 570,205,000
agreements to repurchase
Accrued expenses and other liabilities 159,989,000
Acceptances outstanding 1,677,000
Total Liabilities $1,884,685,000
Stockholders' equity:
Capital stock 10,000,000
Capital surplus 518,865,000
Undivided profits 113,343,000
Total Stockholder's equity 642,208,000
Total liabilities and stockholders' equity $8,634,058,000