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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM T-1
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939 OF
A CORPORATION DESIGNATED TO ACT AS TRUSTEE
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CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF
A TRUSTEE PURSUANT TO SECTION 305(b)(2) ________
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THE CHASE MANHATTAN BANK
(Exact name of trustee as specified in its charter)
New York 13-4994650
(State of incorporation (I.R.S. employer
if not a national bank) identification No.)
270 Park Avenue
New York, New York 10017
(Address of principal executive offices) (Zip Code)
William H. McDavid
General Counsel
270 Park Avenue
New York, New York 10017
Tel: (212) 270-2611
(Name, address and telephone number of agent for service)
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Albank Financial Corporation
(Exact name of obligor as specified in its charter)
Delaware 14-1746910
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification No.)
10 North Pearl Street
Albany, New York 12207
(Address of principal executive offices) (Zip Code)
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Junior Subordinated Deferrable Interest Debentures
(Title of the indenture securities)
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GENERAL
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.
New York State Banking Department, State House,
Albany, New York 12110.
Board of Governors of the Federal Reserve System,
Washington, D.C., 20551
Federal Reserve Bank of New York, District No. 2,
33 Liberty Street, New York, N.Y.
Federal Deposit Insurance Corporation,
Washington, D.C., 20429.
(b) Whether it is authorized to exercise corporate
trust powers.
Yes.
Item 2. Affiliations with the Obligor.
If the obligor is an affiliate of the trustee, describe
each such affiliation.
None.
Item 16. List of Exhibits
List below all exhibits filed as a part of this Statement
of Eligibility.
1. A copy of the Articles of Association of the Trustee as
now in effect, including the Organization Certificate and the
Certificates of Amendment dated February 17, 1969, August 31,
1977, December 31, 1980, September 9, 1982, February 28, 1985,
December 2, 1991 and July 10, 1996 (see Exhibit 1 to Form T-1
filed in connection with Registration Statement No. 333-06249,
which is incorporated by reference).
2. A copy of the Certificate of Authority of the Trustee
to Commence Business (see Exhibit 2 to Form T-1 filed in
connection with Registration Statement No. 33-50010, which is
incorporated by reference. On July 14, 1996, in connection with
the merger of Chemical Bank and The Chase Manhattan Bank
(National Association), Chemical Bank, the surviving corporation,
was renamed The Chase Manhattan Bank).
3. None, authorization to exercise corporate trust powers
being contained in the documents identified above as Exhibits 1
and 2.
4. A copy of the existing By-Laws of the Trustee (see
Exhibit 4 to Form T-1 filed in connection with Registration
Statement No. 333-06249, which is incorporated by reference).
5. Not applicable.
6. The consent of the Trustee required by Section 321(b)
of the Act (see Exhibit 6 to Form T-1 filed in connection with
Registration Statement No. 33-50010, which is incorporated by
reference. On July 14, 1996, in connection with the merger of
Chemical Bank and The Chase Manhattan Bank (National
Association), Chemical Bank, the surviving corporation, was
renamed The Chase Manhattan Bank).
7. A copy of the latest report of condition of the Trustee,
published pursuant to law or the requirements of its supervising
or examining authority.
8. Not applicable.
9. Not applicable.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of
1939 the Trustee, The Chase Manhattan Bank, 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 22nd day of
October, 1997.
THE CHASE MANHATTAN BANK
By /s/ Gregory P. Shea
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Gregory P. Shea
Senior Trust Officer
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Exhibit 7 to Form T-1
Bank Call Notice
RESERVE DISTRICT NO. 2
CONSOLIDATED REPORT OF CONDITION OF
The Chase Manhattan Bank
of 270 Park Avenue, New York, New York 10017
and Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System,
at the close of business June 30, 1997, 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 Millions
Cash and balances due from depository institutions:
Noninterest-bearing balances and
currency and coin ....................................$ 13,892
Interest-bearing balances ............................... 4,282
Securities:
Held to maturity securities ................................ 2,857
Available for sale securities ............................. 34,091
Federal funds sold and securities purchased under
agreements to resell ................................... 29,970
Loans and lease financing receivables:
Loans and leases, net of unearned income ... $124,827
Less: Allowance for loan and lease losses .. 2,753
Less: Allocated transfer risk reserve ...... 13
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Loans and leases, net of unearned income,
allowance, and reserve ................................ 122,061
Trading Assets ............................................ 56,042
Premises and fixed assets (including capitalized
leases).................................................. 2,904
Other real estate owned ...................................... 306
Investments in unconsolidated subsidiaries and
associated companies....................................... 232
Customers' liability to this bank on acceptances
outstanding ............................................. 2,092
Intangible assets .......................................... 1,532
Other assets .............................................. 10,448
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TOTAL ASSETS ............................................ $280,709
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LIABILITIES
Deposits
In domestic offices ................................... $91,249
Noninterest-bearing ......................... $38,157
Interest-bearing ............................ 53,092
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In foreign offices, Edge and Agreement subsidiaries,
and IBF's .............................................. 70,192
Noninterest-bearing ..........................$ 3,712
Interest-bearing ............................. 66,480
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Federal funds purchased and securities sold under agree-
ments to repurchase ....................................... 35,185
Demand notes issued to the U.S. Treasury ................... 1,000
Trading liabilities ....................................... 42,307
Other borrowed money (includes mortgage indebtedness
and obligations under calitalized leases):
With a remaining maturity of one year or less ........... 4,593
With a remaining maturity of more than one year .
through three years................................. 260
With a remaining maturity of more than three years......... 146
Bank's liability on acceptances executed and outstanding ... 2,092
Subordinated notes and debentures .......................... 5,715
Other liabilities ......................................... 11,373
TOTAL LIABILITIES ........................................ 264,112
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EQUITY CAPITAL
Perpetual preferred stock and related surplus .................. 0
Common stock ............................................... 1,211
Surplus (exclude all surplus related to preferred stock).. 10,283
Undivided profits and capital reserves ..................... 5,280
Net unrealized holding gains (losses)
on available-for-sale securities ............................ (193)
Cumulative foreign currency translation adjustments ........... 16
TOTAL EQUITY CAPITAL ...................................... 16,597
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TOTAL LIABILITIES AND EQUITY CAPITAL .................... $280,709
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I, Joseph L. Sclafani, E.V.P. & Controller of the above-named
bank, do hereby declare that this Report of Condition has been
prepared in conformance with the instructions issued by the
appropriate Federal regulatory authority and is true to the best
of my knowledge and belief.
JOSEPH L. SCLAFANI
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 appropriate
Federal regulatory authority and is true and correct.
WALTER V. SHIPLEY )
THOMAS G. LABRECQUE ) DIRECTORS
WILLIAM B. HARRISON, JR. )
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