Exhibit 25.1
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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
Check if an Application to Determine Eligibility of
a Trustee Pursuant to Section 305(b)(2)
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U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as
specified in its charter)
31-0841368
I.R.S. Employer Identification No.
800 Nicollet Mall
Minneapolis, Minnesota 55402
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(Address of principal executive offices) (Zip Code)
Paula Oswald
U.S. Bank National Association
633 W. 5TH Street, 24th Floor
Los Angeles, CA 90071
(213) 615-6043
(Name, address and telephone number of agent for service)
Casual Male Retail Group, Inc.
(Issuer with respect to the Securities)
DELAWARE 042623104
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
550 Turnpike Street, Canton MA 02021
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(Address of Principal Executive Offices) (Zip Code)
5% Convertible Senior Subordinated Notes due January 1, 2024
(Title of the Indenture Securities)
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FORM T-1
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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.
Comptroller of the Currency
Washington, D.C.
b) Whether it is authorized to exercise corporate trust powers.
Trustee is authorized to exercise corporate trust powers.
Item 2. AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the
Trustee, describe each such affiliation.
None
In answering this item, the trustee has relied, in part, upon information
furnished by the obligor and the underwriters, and has also examined its
own books and records for the purpose of answering this item.
Items 3-15 Items 3-15 are not applicable because to the best of the Trustee's
knowledge, the obligor is not in default under any Indenture for
which the Trustee acts as Trustee.
Item 16. LIST OF EXHIBITS: List below all exhibits filed as a part of this
statement of eligibility and qualification.
1. A copy of the Articles of Association of the Trustee.*
2. A copy of the certificate of authority of the Trustee to commence
business.*
3. A copy of the certificate of authority of the Trustee to exercise
corporate trust powers.*
4. A copy of the existing bylaws of the Trustee.*
5. A copy of each Indenture referred to in Item 4. Not applicable.
6. The consent of the Trustee required by Section 321(b) of the Trust
Indenture Act of 1939, attached as Exhibit 6.
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.
* Incorporated by reference to Registration Number 333-67188.
A copy of the Articles of Association of the trustee, as now in
effect, is on file with the Securities and Exchange Commission as an
Exhibit with corresponding exhibit number to the Form T-1 of
Structured Obligations Corporation, filed pursuant to Section
305(b)(2) of the Trust Indenture Act of 1939, as amended (the
"Act"), on November 16, 2001 (Registration No. 333-67188), and is
incorporated herein by reference.
NOTE
The answers to this statement insofar as such answers relate to what
persons have been underwriters for any securities of the obligors within three
years prior to the date of filing this statement, or what persons are owners of
10% or more of the voting securities of the obligors, or affiliates, are based
upon information furnished to the Trustee by the obligors.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking
association organized and existing under the laws of the United States of
America, has duly caused this statement of eligibility and qualification to be
signed on its behalf by the undersigned, thereunto duly authorized, all in the
City of Los Angeles, State of California on the 22nd day of January, 2004.
U.S. BANK NATIONAL ASSOCIATION
By: /s/ Paula Oswald
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Paula Oswald
Vice President
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Exhibit 6
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CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939, the
undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of
examination of the undersigned by Federal, State, Territorial or District
authorities may be furnished by such authorities to the Securities and Exchange
Commission upon its request therefor.
Dated: January 22, 2004
U.S. BANK NATIONAL ASSOCIATION
By: /s/ Paula Oswald
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Paula Oswald
Vice President
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Exhibit 7
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U.S. Bank National Association
Statement of Financial Condition
I. As of 9/30/2003
($000's)
9/30/2003
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Assets
Cash and Due From Depository Institutions $ 9,363,408
Federal Reserve Stock 0
Securities 34,719,100
Federal Funds 2,322,794
Loans & Lease Financing Receivables 118,943,010
Fixed Assets 1,915,381
Intangible Assets 9,648,952
Other Assets 9,551,844
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Total Assets $186,464,489
Liabilities
Deposits $122,910,311
Fed Funds 6,285,092
Treasury Demand Notes 3,226,368
Trading Liabilities 246,528
Other Borrowed Money 21,879,472
Acceptances 145,666
Subordinated Notes and Debentures 6,148,678
Other Liabilities 5,383,119
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Total Liabilities $166,225,234
Equity
Minority Interest in Subsidiaries $ 1,003,166
Common and Preferred Stock 18,200
Surplus 11,676,398
Undivided Profits 7,541,491
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Total Equity Capital $ 20,239,255
Total Liabilities and Equity Capital $186,464,489
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