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) ______
HARRIS TRUST AND SAVINGS BANK
(Name of Trustee)
Illinois 36-1194448
(State of Incorporation) (I.R.S. Employer Identification No.)
111 West Monroe Street
Chicago, Illinois 60603
(Address of principal executive offices)
Daniel G. Donovan, Harris Trust and Savings Bank
311 West Monroe Street,
Chicago, Illinois, 60606
(312) 461-2908 phone
(312) 461-3525 facsimile
(Name, address and telephone number for agent for service)
SOVEREIGN BANCORP, INC.
(Obligor)
Pennsylvania 23-2453088
(State of Incorporation) (I.R.S. Employer Identification No.)
1130 Berkshire Boulevard
Wyomissing, PA 19610
(Address of principal executive offices)
Senior Debt Securities
(Title of indenture securities)
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.
Commissioner of Banks and Trust Companies, State of
Illinois, Springfield, Illinois; Chicago Clearing House
Association, 164 West Jackson Boulevard, Chicago,
Illinois; Federal Deposit Insurance Corporation,
Washington, D.C.; The Board of Governors of the Federal
Reserve System, Washington, D.C.
(b) Whether it is authorized to exercise corporate trust
powers.
Harris Trust and Savings Bank is authorized to exercise
corporate trust powers.
2. AFFILIATIONS WITH OBLIGOR. If the Obligor is an affiliate
of the Trustee, describe each such affiliation.
The Obligor is not an affiliate of the Trustee.
3. through 15.
NO RESPONSE NECESSARY
16. LIST OF EXHIBITS.
1. A copy of the articles of association of the Trustee as
now in effect which includes the authority of the
trustee to commence business and to exercise corporate
trust powers.
A copy of the Certificate of Merger dated April 1, 1972
between Harris Trust and Savings Bank, HTS Bank and
Harris Bankcorp, Inc. which constitutes the articles of
association of the Trustee as now in effect and
includes the authority of the Trustee to commence
business and to exercise corporate trust powers was
filed in connection with the Registration Statement of
Louisville Gas and Electric Company, File No. 2-44295,
and is incorporated herein by reference.
2. A copy of the existing by-laws of the Trustee.
A copy of the existing by-laws of the Trustee was filed
in connection with the Registration Statement of
Commercial Federal Corporation, File No. 333-20711, and
is incorporated herein by reference.
3. The consents of the Trustee required by Section 321(b)
of the Act.
(included as Exhibit A on page 2 of this statement)
4. A copy of the latest report of condition of the Trustee
published pursuant to law or the requirements of its
supervising or examining authority.
(included as Exhibit B on page 3 of this statement)
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939,
the Trustee, HARRIS TRUST AND SAVINGS BANK, 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 9th day of
September, 1999.
HARRIS TRUST AND SAVINGS BANK
By: /s/ D. G. Donovan
D. G. Donovan
Assistant Vice President
EXHIBIT A
The consents of the trustee required by Section 321(b) of the
Act.
Harris Trust and Savings Bank, as the Trustee herein named,
hereby consents that reports of examinations of said trustee by
Federal and State authorities may be furnished by such
authorities to the Securities and Exchange Commission upon
request therefor.
HARRIS TRUST AND SAVINGS BANK
By: /s/ D. G. Donovan
D. G. Donovan
Assistant Vice President
EXHIBIT B
Attached is a true and correct copy of the statement of condition
of Harris Trust and Savings Bank as of March 31, 1999, as
published in accordance with a call made by the State Banking
Authority and by the Federal Reserve Bank of the Seventh Reserve
District.
HARRIS BANK
Harris Trust and Savings Bank
111 West Monroe Street
Chicago, Illinois 60603
of Chicago, Illinois, And Foreign and Domestic Subsidiaries, at
the close of business on March 31, 1999, a state banking
institution organized and operating under the banking laws of
this State and a member of the Federal Reserve System. Published
in accordance with a call made by the Commissioner of Banks and
Trust Companies of the State of Illinois and by the Federal
Reserve Bank of this District.
Bank's Transit Number 71000288
ASSETS THOUSANDS
OF DOLLARS
Cash and balances due from depository institutions:
Non-interest bearing balances and currency and coin............... $ 1,237,336
Interest bearing balances......................................... $ 137,061
Securities:.........................................................
a. Held-to-maturity securities $ 0
b. Available-for-sale securities $ 5,455,837
Federal funds sold and securities purchased under agreements to resell $ 87,250
Loans and lease financing receivables:
Loans and leases, net of unearned income.......................... $9,500,293
LESS: Allowance for loan and lease losses........................ $ 109,979
Loans and leases, net of unearned income, allowance, and reserve
(item 4.a minus 4.b).............................................. $ 9,390,314
Assets held in trading accounts..................................... $ 161,168
Premises and fixed assets (including capitalized leases)............ $ 255,438
Other real estate owned............................................. $ 243
Investments in unconsolidated subsidiaries and associated companies. $ 75
Customer's liability to this bank on acceptances outstanding........ $ 40,869
Intangible assets................................................... $ 254,549
Other assets........................................................ $ 1,183,465
TOTAL ASSETS $18,203,605
===========
LIABILITIES
Deposits:
In domestic offices............................................... $ 9,099,851
Non-interest bearing............................................ $ 2,743,074
Interest bearing................................................ $ 6,356,777
In foreign offices, Edge and Agreement subsidiaries, and IBF's.... $ 1,822,400
Non-interest bearing............................................ $ 26,371
Interest bearing................................................ $ 1,796,029
Federal funds purchased and securities sold under agreements
to repurchase in domestic offices of the bank and of its
Edge and Agreement subsidiaries, and in IBF's:
Federal funds purchased & securities sold under
agreements to repurchase............................................ $ 3,534,582
Trading Liabilities 96,517
Other borrowed money:...............................................
a. With remaining maturity of one year or less $ 1,681,346
b. With remaining maturity of more than one year $ 0
Bank's liability on acceptances executed and outstanding $ 40,869
Subordinated notes and debentures................................... $ 225,000
Other liabilities................................................... $ 390,234
TOTAL LIABILITIES $16,890,799
===========
EQUITY CAPITAL
Common stock........................................................ $ 100,000
Surplus............................................................. $ 608,510
a. Undivided profits and capital reserves.......................... $ 616,084
b. Net unrealized holding gains (losses) on
available-for-sale securities................................... ($11,788)
TOTAL EQUITY CAPITAL $ 1,312,806
============
Total liabilities, limited-life preferred stock, and equity capital.. $18,203,605
===========
I, Pamela Piarowski, Vice President 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.
PAMELA PIAROWSKI
4/30/99
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 the Commissioner
of Banks and Trust Companies of the State of Illinois and is true
and correct.
EDWARD W. LYMAN,
ALAN G. McNALLY,
JAMES J. GLASSER