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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) |__|
______________________________
BNY MIDWEST TRUST COMPANY
(formerly known as CTC Illinois Trust Company)
(Exact name of trustee as specified in its charter)
Illinois 36-3800435
(State of incorporation (I.R.S. employer
if not a U.S. national bank) identification no.)
2 North LaSalle Street
Suite 1020
Chicago, Illinois 60602
(Address of principal executive offices) (Zip code)
______________________________
Sovereign Bancorp, Inc.
(Exact name of obligor as specified in its charter)
Pennsylvania 23-2453088
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
2000 Market Street
Philadelphia, Pennsylvania 19103
(Address of principal executive offices) (Zip code)
______________________________
Senior 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.
-----------------------------------------------------------
Name Address
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Office of Banks & Trust 500 E. Monroe Street
Companies of the State Springfield, Illinois 62701-1532
of Illinois
Federal Reserve Bank of 230 S. LaSalle Street
Chicago Chicago, Illinois 60603
(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 Articles of Incorporation of BNY Midwest
Trust Company (formerly CTC Illinois Trust Company,
formerly Continental Trust Company) as now in effect.
(Exhibit 1 to Form T-1 filed with the Registration
Statement No. 333-47688.)
2,3. A copy of the Certificate of Authority of the Trustee
as now in effect, which contains the authority to
commence business and a grant of powers to exercise
corporate trust powers. (Exhibit 2 to Form T-1 filed
with the Registration Statement No. 333-47688.)
4. A copy of the existing By-laws of the Trustee.
(Exhibit 4 to Form T-1 filed with the Registration
Statement No. 333-47688.)
6. The consent of the Trustee required by Section 321(b)
of the Act. (Exhibit 6 to Form T-1 filed with the
Registration Statement No. 333-47688.)
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.
SIGNATURE
Pursuant to the requirements of the Act, the Trustee, BNY
Midwest Trust Company, a corporation organized and existing
under the laws of the State of Illinois, has duly caused this
statement of eligibility to be signed on its behalf by the
undersigned, thereunto duly authorized, all in The City of
Chicago, and State of Illinois, on the 21st day of September ,
2001.
BNY Midwest Trust Company
By:/s/DANIEL G. DONOVAN
Name: DANIEL G. DONOVAN
Title: ASSISTANT VICE PRESIDENT
OFFICE OF BANKS AND REAL ESTATE
Bureau of Banks and Trust Companies
CONSOLIDATED REPORT OF CONDITION
OF
BNY Midwest Trust Company
209 West Jackson Boulevard
Suite 700
Chicago, Illinois 60606
Including the institution's domestic and foreign
subsidiaries completed as of the close of business on March 31,
2001, submitted in response to the call of the Office of Banks
and Real Estate of the State of Illinois.
Thousands
ASSETS of Dollars
1. Cash and Due from Depository Institutions..... 3,274
2. U.S. Treasury Securities...................... - 0 -
3. Obligations of States and Political
Subdivisions.................................. - 0 -
4. Other Bonds, Notes and Debentures............. - 0 -
5. Corporate Stock............................... - 0 -
6. Trust Company Premises, Furniture, Fixtures
and Other Assets Representing Trust Company
Premises...................................... 226
7. Leases and Lease Financing Receivables........ - 0 -
8. Accounts Receivable........................... 3,542
9. Other Assets
(Itemize amounts greater than 15% of Line 9)
Goodwill and Intangibles............90,321
90,392
10. TOTAL ASSETS.................................. 97,434
LIABILITIES
11. Accounts Payable.............................. - 0 -
12. Taxes Payable................................. - 0 -
13. Other Liabilities for Borrowed Money.......... 25,425
14. Other Liabilities
(Itemize amounts greater than 15% of Line 14)
Reserve for Taxes... 2,668
Deferred Income..... 879
Accrued Expenses.... 782
4,429
15. TOTAL LIABILITIES 29,863
EQUITY CAPITAL
16. Preferred Stock............................... - 0 -
17. Common Stock.................................. 2,000
18. Surplus....................................... 62,130
19. Reserve for Operating Expenses................ - 0 -
20. Retained Earnings (Loss)...................... 3,441
21. TOTAL EQUITY CAPITAL.......................... 67,571
22. TOTAL LIABILITIES AND EQUITY CAPITAL.......... 97,434
I, Robert L. De Paola, Vice President
(Name and Title of Officer Authorized to Sign Report)
of BNY Midwest Trust Company certify that the information
contained in this statement is accurate to the best of my
knowledge and belief. I understand that submission of false
information with the intention to deceive the Commissioner or
his Administrative officers is a felony.
Robert L. DePaola
(Signature of Officer Authorized to Sign Report)
Sworn to and subscribed before me this 27th day of
April , 2001
My Commission expires May 15, 2001.
Joseph A. Giacobino,
Notary Public
(Notary Seal)
Person to whom Supervisory Staff should direct questions
concerning this report.
Christine Anderson (212) 437-5521
Name Telephone Number (Extension)