Exhibit 25.8
=================================================================
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) |__|
__________________
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, N.Y. 10286
(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)
__________________
Guarantee of Preferred Securities of Sovereign Capital Trust IV
(Title of the indenture securities)
=================================================================
<PAGE 1>
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
Superintendent of Banks of the 2 Rector Street, New York, N.Y.
State of New York 10006, and Albany, N.Y. 12203
Federal Reserve Bank of 33 Liberty Plaza, New York,
New York N.Y. 10045
Federal Deposit Insurance Washington, D.C. 20429
Corporation
New York Clearing House New York, New York 10005
Association
(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.)
<PAGE 1>
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. <PAGE 2>
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 22nd day of September, 1999.
THE BANK OF NEW YORK
By:/s/MICHELE L. RUSSO
Name: MICHELE L. RUSSO
Title: ASSISTANT TREASURER
<PAGE 3>
EXHIBIT 7
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
June 30, 1999, published 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
In Thousands
ASSETS
Cash and balances due from depository
institutions:
Noninterest-bearing balances and
currency and coin $ 5,597,807
Interest-bearing balances 4,075,775
Securities:
Held-to-maturity securities 785,167
Available-for-sale securities 4,159,891
Federal funds sold and Securities purchased under
agreements to resell 2,476,963
Loans and lease financing receivables:
Loans and leases, net of unearned income 38,028,772
LESS: Allowance for loan and lease losses 568,617
LESS: Allocated transfer risk reserve 16,352
Loans and leases, net of unearned income,
allowance, and reserve 37,443,803
Trading Assets 1,563,671
Premises and fixed assets (including capitalized
leases) 683,587
Other real estate owned 10,995
Investments in unconsolidated subsidiaries and
associated companies 184,661
Customers' liability to this bank on acceptances
outstanding 812,015
Intangible assets 1,135,572
Other assets 5,607,019
Total assets $64,536,926
LIABILITIES
Deposits:
In domestic offices $26,488,980
Noninterest-bearing 10,626,811
Interest-bearing 15,862,169
In foreign offices, Edge and Agreement
subsidiaries, and IBFs 20,655,414
Noninterest-bearing 156,471
<PAGE 4>
Interest-bearing 20,498,943
Federal funds purchased and Securities sold under
agreements to repurchase 3,729,439
Demand notes issued to the U.S.Treasury 257,860
Trading liabilities 1,987,450
Other borrowed money:
With remaining maturity of one year or less 496,235
With remaining maturity of more than one year
through three years 465
With remaining maturity of more than three years 31,080
Bank's liability on acceptances executed and
outstanding 822,455
Subordinated notes and debentures 1,308,000
Other liabilities 2,846,649
Total liabilities 58,624,027
EQUITY CAPITAL
Common stock 1,135,284
Surplus 815,314
Undivided profits and capital reserves 4,001,767
Net unrealized holding gains (losses) on
available-for-sale securities (7,956)
Cumulative foreign currency translation
adjustments (31,510)
Total equity capital 5,912,899
Total liabilities and equity capital $64,536,926
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
Alan R. Griffith
Gerald L. Hassell
Directors
<PAGE 5>