EXHIBIT 25.2
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)___ _
FIRST UNION NATIONAL BANK
(Name of Trustee)
22-1147033
(Jurisdiction of Incorporation or (I.R.S. Employer
Organization if not a U.S. National Bank) Identification No.)
301 South College Street, Charlotte, North Carolina 28288-0630
(Address of Principal Executive Offices) (Zip Code)
K. Hovnanian Enterprises, Inc.
(Name of Obligor)
New Jersey 22-2423583
(State of Incorporation) (I.R.S. Employer
Identification No.)
10 Highway 35, PO Box 500 Redbank, NJ 07701
(Address of Principal Executive Offices) (Zip Code)
Debt Securities
(Title of Indenture Securities)
GENERAL
Item 1. General information.
Furnish the following information as to the trustee:
(a) Name and address of each examining or supervisory authority
to which it is subject:
Comptroller of the Currency, Washington, D.C.
Board of Governors of the Federal Reserve System, New York, N.Y.
Federal Deposit Insurance Corporation, Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
The Trustee is authorized to exercise corporate trust powers.
Item 2. Affiliations with Obligor.
If 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:
Col. A Col. B
------ ------
Title of Class Amount Outstanding
Not applicable
Item 4. Trusteeship 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.
Not Applicable
(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 indenture securities will rank as compared with the securities issued
under such other indenture.
Not Applicable.
Item 5. Interlocking Directorates and Similar Relationships with the Obligor
or Underwriters.
If the trustee or any of the directors or executive officers of the
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.
Not Applicable
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.
- ------------------------------------------------------------------------------
Col. A Col. B Col. C Col. D.
- ------------------------------------------------------------------------------
Percentage of Voting
Amount owned securities represented
Name of Owner Title of Class beneficially by amount given in Col. C
Not Applicable
Item 7. Voting Securities of the Trustee 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 of each such underwriter.
Col. A Col. B Col. C Col. D.
------ ------ ------ -------
Percentage of Voting
Amount owned securities represented
Name of Owner Title of Class beneficially by amount given in Col. C
Not Applicable
Item 8. Securities of the Obligor Owned or Held by the Trustee.
Furnish the following information as to securities of the obligor
owned beneficially or held as collateral security for the obligations in
default by the trustee.
- ------------------------------------------------------------------------------
Col. A Col. B Col. C Col. D.
- ------------------------------------------------------------------------------
Whether the Amount owned beneficially Percent of class
securities are or held as collateral represented by
voting or non obligations in default by amt given in Col C
Not Applicable voting Trustee
Item 9. Securities of the Underwriters Owned or Held by the Trustee.
If the trustee owns beneficially or holds as 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.
- ------------------------------------------------------------------------------
Col. A Col. B Col. C Col. D.
- ------------------------------------------------------------------------------
Name of Issuer Amount Amount owned beneficially Percent of class
and title of Outstanding or held as collateral represented by
less obligations in default by amt given in Col C
Trustee
- ------------------------------------------------------------------------------
Not applicable
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 of the
obligor or (2) is an affiliate, other than a subsidiary, of the obligor,
furnish the following information as to the voting securities of such person.
- ------------------------------------------------------------------------------
Col. A Col. B Col. C Col. D.
- ------------------------------------------------------------------------------
Name of Issuer Amount Amount owned beneficially Percent of class
and title of Outstanding or held as collateral represented by
less obligations in default by amt given in Col C
Trustee
- ------------------------------------------------------------------------------
Not Applicable
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.
- ------------------------------------------------------------------------------
Col. A Col. B Col. C Col. D.
- ------------------------------------------------------------------------------
Name of Issuer Amount Amount owned beneficially Percent of class
and title of Outstanding or held as collateral represented by
less obligations in default by amt given in Col C
Trustee
- ------------------------------------------------------------------------------
Not Applicable
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
- ------------------------------------------------------------------------------
Not Applicable
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.
None
(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 there
has been default under any such indenture or series, identify the indenture or
series affected, and explain the nature of any such default.
None
Item 14. Affiliations with the Underwriters.
If any underwriter is an affiliate of the trustee, describe each such
affiliation.
Not Applicable
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. Lists of Exhibits.
1* -Copy of Articles of Association of the Trustee as now in effect.
2 -No certificate of authority of the Trustee to commence
business is furnished since this authority is contained in
the Articles of Association of the Trustee.
3** -Copy of the authorization of the Trustee to exercise corporate
trust powers.
4** -Copy of the existing By-Laws of the Trustee, as now in effect.
5 -Not applicable.
6 -The consent 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 the law or the requirements of its
supervising or examining authority.
8 -Not Applicable
9 -Not Applicable__________
*Exhibit thus designated has heretofore been filed with the Securities and
Exchange Commission, have not been amended since filing and are incorporated
herein by reference (see Exhibit T-1 Registration Number 333-47985).
**Exhibits thus designated have heretofore been filed with the Securities and
Exchange Commission, have not been amended since filing and are incorporated
herein by reference (see Exhibit T-1 Registration Number 333-49145).
In answering any item in this statement of eligibility and
qualification which relates to matters peculiarly within the knowledge of the
obligor or of its directors or officers, or an underwriter for the obligor,
the undersigned, First Union National Bank, has relied upon information
furnished to it by the obligor or such underwriter.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939 the
Trustee, First Union National Bank, a national 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 Morristown, and State of New
Jersey, on the 17th day of August, 2001
First Union National Bank
(Trustee)
(CORPORATE SEAL)
By:___/s/ Stephanie Roche___
__________________________
Vice President
Exhibit T-6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321 (b) of the Trust
Indenture Act of 1939, and in connection with the proposed issue of K.
Hovnanian Enterprises, Inc. we hereby consent that reports of examinations by
Federal, State, Territorial or District authorities may be furnished by such
authorities to the Securities and Exchange Commission upon request therefor.
FIRST UNION NATIONAL BANK
By:_____/s/ Stephanie Roche_________
__________________________________
Vice President
Morristown, NJ
August 17, 2001
EXHIBIT T-7
REPORT OF CONDITION
Consolidating domestic and foreign subsidiaries of the First Union National
Bank, at the close of business on June 30, 2001, published in response to call
made by Comptroller of the Currency, under title 12, United States Code,
Section 161. Charter Number 22693 Comptroller of the Currency.
Statement of Resources and Liabilities
ASSETS
Thousand of Dollars
Cash and balance due from depository institutions:
Noninterest-bearing balances and currency and coin......... 9,537,000
Interest-bearing balances.................................. 1,509,000
Securities................................................... /////////
Hold-to-maturity securities................................ 0
Available-for-sale securities.............................. 45,221,000
Federal funds sold and securities purchased under agreements //////////
to resell 6,315,000
Loans and lease financing receivables:
Loan and leases held for sale 6,148,000
Loan and leases, net of unearned income......122,125,000
LESS: Allowance for loan and lease losses......1,740,000
LESS: Allocated transfer risk reserve.................0
Loans and leases, net of unearned income, allowance, and
reserve................................................. 120,385,000
Trading Assets .............................. 19,000,000
Premises and fixed assets (including capitalized leases)...... 2,742,000
Other real estate owned....................................... 100,000
Investment in unconsolidated subsidiaries and associated //////////
companies..................................................... 316,000
Customer's liability to this bank on acceptances outstanding... 856,000
Intangible assets.............................................
Goodwill.................................................. 2,329,000
Other intangible Assets.................................... 344,000
Other assets................................................. 12,662,000
Total assets............................................... 227,646,000
LIABILITIES
Deposits:
In domestic offices..................................... 131,429,000
Noninterest-bearing..................... .. 20,764,000
Interest-bearing.........................110,665,000
In foreign offices, Edge and Agreement subsidiaries,
and IBFs................................................ 11,657,000
Noninterest-bearing............................. 80,000
Interest-bearing.............................11,577,000
Federal funds purchased and securities sold under agreements
to repurchase 19,794,000
Trading liabilities........................................... 11,908,000
Other borrowed money:......................................... 22,811,000
Bank's liability on acceptances executed and outstanding..... 859,000
Subordinated notes and debentures............................ 5,993,000
Other liabilities............................................ 6,513,000
Total liabilities............................................ 210,964,000
Minority Interest in consolidated subsidiaries............... 964,000
EQUITY CAPITAL
Perpetual preferred stock and related surplus................. 161,000
Common Stock.................................................. 455,000
Surplus....................................................... 13,309,000
Retained Earnings........................ 1,877,000
Accumulated other comprehensive income............................. (84,000)
Other Equity Capital components........... 0
Total equity capital.......................................... 15,718,000
Total liabilities and equity capital.... 227,646,000