Exhibit 25(a)
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) ___________
BANKERS TRUST COMPANY
(Exact name of trustee as specified in its charter)
NEW YORK 13-4941247
(Jurisdiction of Incorporation or (I.R.S. Employer
organization if not a U.S. national bank) Identification no.)
FOUR ALBANY STREET
NEW YORK, NEW YORK 10006
(Address of principal (Zip Code)
executive offices)
Bankers Trust Company
Legal Department
130 Liberty Street, 31st Floor
New York, New York 10006
(212) 250-2201
(Name, address and telephone number of agent for service)
Louisiana Power & Light Company
(Exact name of obligor as specified in its charter)
LOUISIANA 72-0245590
(State or other jurisdiction of (I.R.S. employer
Incorporation or organization) Identification no.)
639 Loyola Avenue
New Orleans, Louisiana 70113
(Address of principal executive offices) (Zip Code)
Waterford 3 Secured Lease Obligation Bonds
(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.
Name Address
Federal Reserve Bank (2nd District) New York, NY
Federal Deposit Insurance Corporation Washington, D.C.
New York State Banking Department Albany, NY
(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.
Item 3.-15. Not Applicable
Item 16. List of Exhibits.
Exhibit 1 - Restated Organization Certificate of
Bankers Trust Company dated August 7, 1990 and
Certificate of Amendment of the Organization
Certificate of Bankers Trust Company dated March 28,
1994 - Incorporated herein by reference to Exhibit 1
filed with Form T-1 Statement, Registration No. 33-
79862.
Exhibit 2 - Certificate of Authority to commence
business - Incorporated herein by reference to Exhibit
2 filed with Form T-1 Statement, Registration No. 33-
21047.
Exhibit 3 - Authorization of the Trustee to exercise
corporate trust powers - Incorporated herein by
reference to Exhibit 2 filed with Form T-1 Statement,
Registration No. 33-21047.
Exhibit 4 - Existing By-Laws of Bankers Trust
Company, dated as amended on September 21, 1993. -
Incorporated herein by reference to Exhibit 4 filed
with Form T-1 Statement, Registration No. 33-52359.
Exhibit 5 - Not applicable.
Exhibit 6 - Consent of Bankers Trust Company
required by Section 321(b) of the Act. - Incorporated
herein by reference to Exhibit 4 filed with Form T-1
Statement, Registration No. 22-18864.
Exhibit 7 - A copy of the latest report of condition
of Bankers Trust Company dated as of September 30,
1995.
Exhibit 8 - Not Applicable.
Exhibit 9 - Not Applicable.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the trustee, Bankers Trust Company, a 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 The City of New York, and State of New
York, on the 8th day of February, 1996.
BANKERS TRUST COMPANY
By:_______________________________
Scott Thiel
Assistant Vice President
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the trustee, Bankers Trust Company, a 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 The City of New York, and State of New
York, on the 8th day of February, 1996.
BANKERS TRUST COMPANY
By: Scott Thiel
Scott Thiel
Assistant Vice President
Legal Title of Bank: Bankers Trust Company Call Date: 9/30/95
ST-BK: 36-4840 FFIEC 031
Address: 130 Liberty Street Vendor ID: D CERT: 00623
Page RC-1
City, State ZIP: New York, NY 10006 11
FDIC Certificate No.: 0 0 6 2 3
Consolidated Report of Condition for Insured Commercial
and State-Chartered Savings Banks September 30, 1995
All schedules are to be reported in thousands of dollars. Unless otherwise
indicated, reported the amount outstanding as of the last business day of
the quarter.
Schedule RC--Balance Sheet
Dollar Amounts in Thousands RCFD Bil Mil Thou
ASSETS
1. Cash and balances due from depository institutions
(from Schedule RC-A):
a. Noninterest-bearing balances and currency and
coin(1) 0081 1,690,000 1.a.
b. Interest-bearing balances(2) 0071 1,531,000 1.b.
2. Securities:
a. Held-to-maturity securities (from Schedule
RC-B, column A) 1754 0 2.a.
b. Available-for-sale securities (from Schedule
RC-B, column D) 1773 4,104,000 2.b.
3. Federal funds sold and securities purchased
under agreements to resell in domestic offices
of the bank and of its Edge and Agreement
subsidiaries, and in IBFs:
a. Federal funds sold 0276 3,475,000 3.a.
b. Securities purchased under agreements to resell 0277 792,000 3.b.
4. Loans and lease financing receivables:
a. Loans and leases, net of unearned income
(from Schedule RC-C) RCFD 2122 21,152,000 4.a.
b. LESS: Allowance for loan and lease
losses RCFD 3123 981,000 4.b.
c. LESS: Allocated transfer risk
reserve RCFD 3128 0 4.c.
d. Loans and leases, net of unearned
income, allowance, and reserve
(item 4.a minus 4.b and 4.c)
2125 20,171,000 4.d.
5. Trading assets (from Schedule RC-D) 3545 37,469,000 5.
6. Premises and fixed assets (including capitalized
leases) 2145 839,000 6.
7. Other real estate owned (from Schedule RC-M) 2150 257,000 7.
8. Investments in unconsolidated subsidiaries and
associated companies (from Schedule RC-M) 2130 243,000 8.
9. Customers' liability to this bank on acceptances
outstanding 2155 461,000 9.
10. Intangible assets (from Schedule RC-M) 2143 10,000 10.
11. Other assets (from Schedule RC-F) 2160 10,351,000 11.
12. Total assets (sum of items 1 through 11) 2170 81,393,000 12.
__________________________
(1) Includes cash items in process of collection and unposted debits.
(2) Includes time certificates of deposit not held in trading accounts.
Legal Title of Bank: Bankers Trust Company Call Date: 9/30/95
ST-BK: 36-4840 FFIEC 031
Address: 130 Liberty Street Vendor ID: D CERT: 00623
Page RC-2
City, State Zip: New York, NY 10006 12
FDIC Certificate No.: 0 0 6 2 3
Schedule RC--Continued
Dollar Amounts in Thousands Bil Mil Thou
LIABILITIES
13. Deposits:
a. In domestic offices (sum of totals of
columns A and C from Schedule RC-E,
part I) RCON 2200 7,445,000 13.a.
(1) Noninterest-bearing
(1) RCON 6631 3,025,000 13.a.(1)
(2) Interest-bearing RCON 6636 4,420,000 13.a.(2)
b. In foreign offices, Edge and Agreement
subsidiaries, and IBFs (from Schedule
RC-E part II) RCFN 2200 20,135,000 13.b.
(1) Noninterest-bearing RCFN 6631 533,000 13.b.(1)
(2) Interest-bearing RCFN 6636 19,602,000 13.b.(2)
14. Federal funds purchased and securities
sold under agreements to repurchase in
domestic offices of the bank and of its
Edge and Agreement subsidiaries, and in IBFs:
a. Federal funds purchased RCFD 0278 4,021,000 14.a.
b. Securities sold under agreements to
repurchase RCFD 0279 1,472,000 14.b.
15. a. Demand notes issued to the U.S. Treasury RCON 2840 0 15.a.
b. Trading liabilities RCFD 3548 20,282,000 15.b.
16. Other borrowed money:
a. With original maturity of one year
or less RCFD 2332 10,242,000 16.a.
b. With original maturity of more than
one year RCFD 2333 3,196,000 16.b.
17. Mortgage indebtedness and obligations
under capitalized leases RCFD 2910 35,000 17.
18. Bank's liability on acceptances executed
and outstanding RCFD 2920 461,000 18.
19. Subordinated notes and debentures RCFD 3200 1,226,000 19.
20. Other liabilities (from Schedule RC-G) RCFD 2930 8,663,000 20.
21. Total liabilities (sum of items 13
through 20) RCFD 2948 77,178,000 21.
22. Limited-life preferred stock and
related surplus RCFD 3282 0 22.
EQUITY CAPITAL
23. Perpetual preferred stock and related surplusRCFD 3838 400,000 23.
24. Common stock RCFD 3230 852,000 24.
25. Surplus (exclude all surplus related to
preferred stock) RCFD 3839 528,000 25.
26. a. Undivided profits and capital reserves RCFD 3632 2,794,000 26.a.
b. Net unrealized holding gains (losses)
on available-for-sale securities RCFD 8434 6,000 26.b.
27. Cumulative foreign currency translation
adjustments RCFD 3284 (365,000)27.
28. Total equity capital (sum of items 23
through 27) RCFD 3210 4,215,000 28.
29. Total liabilities, limited-life preferred
stock, and equity capital (sum of items
21, 22, and 28) RCFD 3300 81,393,000 29.
Memorandum
To be reported only with the March Report of Condition.
1. Indicate in the box at the right the number of the statement
below that best describes the most comprehensive level of
auditing work performed for the bank by independent external Number
auditors as of any date during 1994 RCFD 6724 N/A M.1
1 = Independent audit of the bank conducted in accordance with generally
accepted auditing standards by a certified public accounting firm
which submits a report on the bank
2 = Independent audit of the bank's parent holding company conducted in
accordance with generally accepted auditing standards by a certified
public accounting firm which submits a report on the consolidated
holding company (but not on the bank separately)
3 = Directors' examination of the bank conducted in accordance with
generally accepted auditing standards by a certified public
accounting firm (may be required by state chartering authority)
4 = Directors' examination of the bank performed by other external
auditors (may be required by state chartering authority)
5 = Review of the bank's financial statements by external auditors
6 = Compilation of the bank's financial statements by external auditors
7 = Other audit procedures (excluding tax preparation work)
8 = No external audit work
______________________
(1) Including total demand deposits and noninterest-bearing time
and savings deposits.