Exhibit 25
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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) [__]
___________________________
THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)
New York 13-5160382
(State of incorporation (I.R.S. employer
if not a U.S. national bank) identification no.)
One Wall Street, New York, N.Y. 10286
(Address of principal executive offices) (Zip code)
___________________________
REYNOLDS METALS COMPANY
(Exact name of obligor as specified in its charter)
Delaware 54-0355135
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
6601 West Broad Street
Richmond, VA 23230
(Address of principal executive offices) (Zip code)
___________________________
Debt Securities
(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.
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Name Address
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Superintendent of Banks of the 2 Rector Street, New York, N.Y.
State of New York 10006, and Albany, N.Y. 12203
Federal Reserve Bank of New York 33 Liberty Plaza, New York, N.Y.
10045
Federal Deposit Insurance Washington, D.C. 20429
Corporation
New York Clearing House New York, New York 10005
Association
(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 Organization Certificate of The Bank of New York
(formerly Irving Trust Company) as now in effect, which contains the
authority to commence business and a grant of powers to exercise
corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1
filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to
Form T-1 filed with Registration Statement No. 33-21672 and Exhibit
1 to Form T-1 filed with Registration Statement No. 33-29637.)
4. A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form
T-1 filed with Registration Statement No. 33-31019.)
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.
33-44051.)
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, 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 26th day of May, 1999.
THE BANK OF NEW YORK
By: /s/ MARY LAGUMINA
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Name: MARY LAGUMINA
Title: ASSISTANT VICE PRESIDENT
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Exhibit 7
Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System, at the close of
business March 31, 1999, published in accordance with a call
made by the Federal Reserve Bank of this District pursuant
to the provisions of the Federal Reserve Act.
Dollar Amounts
ASSETS In Thousands
Cash and balances due from
depository institutions:
Noninterest-bearing balances and
currency and coin..................... $4,508,742
Interest-bearing balances.............. 4,425,071
Securities:
Held-to-maturity securities........... 836,304
Available-for-sale securities......... 4,047,851
Federal funds sold and Securities
purchased under agreements to
resell................................ 1,743,269
Loans and lease financing receivables:
Loans and leases, net of unearned
income................39,349,679
LESS: Allowance for loan and
lease losses............603,025
LESS: Allocated transfer risk
reserve..................15,906
Loans and leases, net of unearned
income, allowance, and reserve....... 38,730,748
Trading Assets......................... 1,571,372
Premises and fixed assets
(including capitalized leases)........ 685,674
Other real estate owned................ 10,331
Investments in unconsolidated
subsidiaries and associated
companies............................. 182,449
Customers' liability to this bank
on acceptances outstanding............ 1,184,822
Intangible assets...................... 1,129,636
Other assets........................... 2,632,309
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Total assets........................... $61,688,578
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LIABILITIES
Deposits:
In domestic offices................... $25,731,036
Noninterest-bearing.........10,252,589
Interest-bearing............15,478,447
In foreign offices, Edge and
Agreement subsidiaries, and IBFs..... 18,756,302
Noninterest-bearing............111,386
Interest-bearing............18,644,916
Federal funds purchased and
Securities sold under agreements
to repurchase......................... 3,276,362
Demand notes issued to the
U.S. Treasury......................... 230,671
Trading liabilities.................... 1,554,493
Other borrowed money:
With remaining maturity of one
year or less......................... 1,154,502
With remaining maturity of more
than one year through three years.... 465
With remaining maturity of more
than three years..................... 31,080
Bank's liability on acceptances
executed and outstanding.............. 1,185,364
Subordinated notes and debentures...... 1,308,000
Other liabilities...................... 2,743,590
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Total liabilities...................... 55,971,865
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EQUITY CAPITAL
Common stock........................... 1,135,284
Surplus................................ 764,443
Undivided profits and capital
reserves.............................. 3,807,697
Net unrealized holding gains
(losses) on available-for-sale
securities............................ 44,106
Cumulative foreign currency
translation adjustments............... ( 34,817)
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Total equity capital................... 5,716,713
Total liabilities and equity -----------
capital............................... $61,688,578
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I, Thomas J. Mastro, Senior Vice President and
Comptroller of the above-named bank do hereby declare that
this Report of Condition has been prepared in conformance
with the instructions issued by the Board of Governors of
the Federal Reserve System and is true to the best of my
knowledge and belief.
Thomas J. Mastro
We, the undersigned directors, attest to the
correctness of this Report of Condition 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 Board of Governors of the Federal
Reserve System and is true and correct.
--
Thomas A. Reyni ]
Alan R. Griffith ] Directors
Gerald L. Hassell ]
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