EXHIBIT 25.1
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) [ ]
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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 (Zip code)
offices)
------------------------
Bank United Capital Trust
(Exact name of obligor as specified in its charter)
Delaware To Be Applied For
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
3200 Southwest Freeway
Suite 2600
Houston, Texas 77027
(Address of principal executive (Zip code)
offices)
------------------------
Trust Preferred 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.
NAME ADDRESS
- ------------------------------------- -----------------------------------------
Superintendent of Banks of the State 2 Rector Street, New York,
of New York........................ N.Y. 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 TRUST POWERS.
Yes.
2. AFFILIATIONS WITH OBLIGOR.
IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE 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.
- 2 -
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 15th day of April, 1999.
THE BANK OF NEW YORK
By: /s/ MICHELE L. RUSSO
Name: MICHELE L. RUSSO
Title: ASSISTANT TREASURER
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
December 31, 1998, 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
IN THOUSANDS
--------------
ASSETS
Cash and balances due from depository
institutions:.......................
Noninterest-bearing balances and
currency and coin................. $3,951,273
Interest-bearing balances........... 4,134,162
Securities:..........................
Held-to-maturity securities......... 932,468
Available-for-sale securities....... 4,279,246
Federal funds sold and Securities
purchased under agreements to
resell.............................. 3,161,626
Loans and lease financing
receivables:
Loans and leases, net of unearned
income............................ 37,861,802
LESS: Allowance for loan and lease
losses............................ 619,791
LESS: Allocated transfer risk
reserve........................... 3,572
Loans and leases, net of unearned
income, allowance and reserve..... 37,238,439
Trading Assets....................... 1,551,556
Premises and fixed assets (including
capitalized leases)................. 684,181
Other real estate owned.............. 10,404
Investments in unconsolidated subsi-
diaries and associated companies.... 196,032
Customers liability to this bank on
acceptances outstanding............. 895,160
Intangible assets.................... 1,127,375
Other assets......................... 1,915,742
--------------
Total assets......................... $60,077,664
==============
LIABILITIES
Deposits:............................
In domestic offices................. $27,020,578
Noninterest-bearing................. 11,271,304
Interest-bearing.................... 15,749,274
In foreign offices, Edge and
Agreement subsidiaries, and
IBFs.............................. 17,197,743
Noninterest-bearing................. 103,007
Interest-bearing.................... 17,094,736
Federal funds purchased and
Securities sold under agreements to
repurchase.......................... 1,761,170
Demand notes issued to the U.S.
Treasury............................ 125,423
Trading liabilities.................. 1,625,632
Other borrowed money:
With remaining maturity of one year
or less........................... 1,903,700
With remaining maturity of more than
one year through three years...... 0
With remaining maturity of more than
three years....................... 31,639
Bank's liability on acceptances
executed and outstanding............ 900,390
Subordinated notes and debentures.... 1,308,000
Other liabilities.................... 2,708,852
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Total liabilities.................... 54,583,127
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EQUITY CAPITAL
Common stock......................... 1,135,284
Surplus.............................. 764,443
Undivided profits and capital
reserves............................ 3,542,168
Net unrealized holding gains (losses)
on available-for-sale securities.... 82,367
Cumulative foreign currency
translation adjustments............. (29,725)
--------------
Total equity capital................. 5,494,537
--------------
Total liabilities and equity
capital............................. $60,077,664
==============
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. Renyi }
Gerald L. Hassell} Directors
Alan R. Griffith }