EXHIBIT 25.1
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FORM T-1
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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, NY 10286
(Address of principal executive offices) (Zip code)
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THE IT GROUP, INC.
(Exact name of obligor as specified in its charter)
Delaware 33-0001212
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
Table of additional Co-Registrants
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Alaska Remediation Services Corp. Alaska 92-0161467
IT Corporation California 94-1259053
Fluor Daniel Environmental Services, Inc. California 33-0437335
Pacific Environmental Group, Inc. California 94-3027373
Kato Road LLC California 84-1417566
Jellinek, Schwartz & Connolly, Inc. District of Columbia 52-1139905
JSC International, Inc. District of Columbia 52-1862081
Empire State I, LLC Delaware 84-1479218
Empire State II, LLC Delaware 84-1479217
GCAP Services, Inc. Delaware 52-2077368
Groundwater Technology, Inc. Delaware 02-0324047
IT C & V Operations, Inc. Delaware 23-2946547
IT E & C Operations, Inc. Delaware 23-2946696
IT Environmental and Facilities, Inc. Delaware 25-1833796
IT International Holdings, Inc. Delaware 51-0386873
IT International Investments, Inc. Delaware 04-2944746
IT International Operations, Inc. Delaware 93-1018025
IT Investment Holdings, Inc. Delaware 33-0721650
IT Japan Services Inc. Delaware 25-1832096
IT Korea Services Inc. Delaware 25-1832097
Landbank Environmental Properties LLC Delaware 84-1417843
LandBank, Inc. Delaware 77-0391324
LandBank Remediation Corp. Delaware 94-3223144
Northeast Restoration Company, LLC Delaware 84-1479222
PHR Environmental Consultants, Inc. Delaware 33-0754921
The Dorchester Group Delaware 84-1479214
37-02 College Point Boulevard, LLC Delaware 84-1479216
Gradient Corporation Massachusetts 04-2857447
IT Corporation of North Carolina, Inc. North Carolina 56-1231308
OHM Corporation Ohio 34-1503050
OHM Remediation Services Corp. Ohio 34-1275607
IT-Tulsa Holdings, Inc. Oklahoma 73-1004178
Sielken, Inc. Texas 76-0143090
Beneco Enterprises, Inc. Utah 87-0349697
2790 Mosside Boulevard
Monroeville, Pennsylvania 15146-2792
(Address of principal executive offices) (Zip code)
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11-1/4% Series B Senior Subordinated Notes due 2009
(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 State of 2 Rector Street, New York, NY
New York 10006, and Albany, NY 12203
Federal Reserve Bank of New York 33 Liberty Plaza, New York, NY
10045
Federal Deposit Insurance Corporation Washington, DC 20429
New York Clearing House Association New York, NY 10005
(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 20th day of April, 1999.
THE BANK OF NEW YORK
By: /s/CHERYL L. LASER
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Name: CHERYL L. LASER
Title: ASSISTANT VICE PRESIDENT
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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.
ASSETS Dollar Amounts
in Thousands
Cash and balances due from depository
institutions:
Noninterest-bearing balances and currency and $3,951,273
coin...........................................
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 3,161,626
under agreements to resell......................
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, 37,238,439
allowance, and reserve.........................
Trading Assets................................... 1,551,556
Premises and fixed assets (including capitalized 684,181
leases).........................................
Other real estate owned.......................... 10,404
Investments in unconsolidated subsidiaries and 196,032
associated companies............................
Customers' liability to this bank on acceptances 895,160
outstanding.....................................
Intangible assets................................ 1,127,375
Other assets..................................... 1,915,742
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Total assets..................................... $60,077,664
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LIABILITIES
Deposits:
In domestic offices............................. $27,020,578
Noninterest-bearing...................11,271,304
Interest-bearing......................15,749,274
In foreign offices, Edge and Agreement 17,197,743
subsidiaries, and IBFs.........................
Noninterest-bearing......................103,007
Interest-bearing......................17,094,736
Federal funds purchased and Securities sold 1,761,170
under agreements to repurchase..................
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 0
through three years............................
With remaining maturity of more than three years 31,639
Bank's liability on acceptances executed and 900,390
outstanding.....................................
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 82,367
available-for-sale securities...................
Cumulative foreign currency translation (29,725)
adjustments..................................... -------------
Total equity capital............................. 5,494,537
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Total liabilities and equity capital............. $60,077,664
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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 Directors
Gerald L. Hassell
Alan R. Griffith