EXHIBIT 25.1
CONFORMED COPY
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
CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(b)(2)
HSBC BANK USA
(Exact name of trustee as specified in its charter)
New York 13-2774727
(Jurisdiction of incorporation (I.R.S. Employer
or organization if not a U.S. Identification No.)
national bank)
452 Fifth Avenue, New York, NY 10018-2706
(212) 525-5600 (Zip Code)
(Address of principal executive offices)
Warren L. Tischler, SVP
HSBC Bank USA
452 Fifth Avenue
New York, New York 10018-2706
Tel: (212) 525-1311
(Name, address and telephone number of agent for service)
OMI CORPRATION*
(Exact name of obligor as specified in its charter)
The Republic of the Marshall Islands 52-2098714
(State or other jurisdiction (I.R.S. Employer
of incorporation or organization) Identification No.)
One Station Place
Stamford, CT 06902
(203) 602-6700 (Zip Code)
(Address of principal executive offices)
7.625% Senior Notes due 2013
Guarantees by certain subsidiaries of OMI Corporation
(Title of Indenture Securities)
*TABLE OF ADDITIONAL REGISTRANTS
State or Other
Jurisdiction of I.R.S. Employer
Incorporation or Identification
Name, Address and Telephone Number Organization Number
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Alma Shipping LLC (1) Marshall Islands N/A
Amazon Shipping LLC (1) Marshall Islands N/A
Ashley Shipping LLC (1) Marshall Islands N/A
Bandar Ayu Shipping LLC (1) Marshall Islands N/A
Charente Shipping LLC (1) Marshall Islands N/A
Columbia Shipping LLC (1) Marshall Islands N/A
Dakota Shipping LLC (1) Marshall Islands N/A
Delaware Shipping LLC (1) Marshall Islands N/A
Elbe Shipping LLC (1) Delaware N/A
Fox Shipping LLC (1) Marshall Islands N/A
Ganges Shipping LLC (1) Marshall Islands N/A
Garonne Shipping LLC (1) Marshall Islands N/A
Guadalupe Shipping LLC (1) Marshall Islands N/A
Hudson Shipping LLC (1) Marshall Islands N/A
Isere Shipping LLC (1) Marshall Islands 98-0220191
Loire Shipping LLC (1) Marshall Islands N/A
Madison Shipping LLC (1) Marshall Islands N/A
Marne Shipping LLC (1) Marshall Islands N/A
Moselle Shipping LLC (1) Marshall Islands N/A
Neches Ayu Shipping LLC (1) Marshall Islands N/A
Nile Shipping LLC (1) Marshall Islands N/A
Ohio Shipping LLC (1) Marshall Islands N/A
OMI Marine Services LLC (1) Delaware 52-2098816
Orontes Shipping LLC (1) Marshall Islands N/A
Ottawa Shipping LLC (1) Marshall Islands N/A
Pecos Shipping LLC (1) Marshall Islands 98-0190143
Potomac Shipping LLC (1) Marshall Islands N/A
Rhone Shipping LLC (1) Marshall Islands N/A
Rosetta Shipping LLC (1) Marshall Islands N/A
Sabine Shipping LLC (1) Marshall Islands N/A
Sacramento Shipping LLC (1) Marshall Islands 98-0190145
San Jacinto Shipping LLC (1) Marshall Islands N/A
Saone Shipping LLC (1) Marshall Islands N/A
Seine Shipping LLC (1) Marshall Islands 98-0220190
Settebello Shipping LLC (1) Liberia N/A
Shannon Shipping LLC (1) Delaware N/A
Somjin Shipping LLC (1) Marshall Islands N/A
Soyang Shipping LLC (1) Marshall Islands N/A
Tamar Shipping LLC (1) Marshall Islands N/A
Tandjung Ayu Shipping LLC (1) Marshall Islands N/A
Tevere Shipping LLC (1) Marshall Islands N/A
Tiber Shipping LLC (1) Marshall Islands N/A
Trinity Shipping LLC (1) Marshall Islands N/A
Volga Shipping LLC (1) Marshall Islands N/A
(1) The address of these additional registrants is: One Station Place,
Stamford, CT 06902. The telephone number of each is (203) 602-6700.
General
Item 1. GENERAL INFORMATION.
Furnish the following information as to the trustee:
(a) Name and address of each examining or supervisory authority to
which it is subject.
State of New York Banking Department.
Federal Deposit Insurance Corporation, Washington, D.C.
Board of Governors of the Federal Reserve System,
Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
Item 2. AFFILIATIONS WITH OBLIGOR.
If the obligor is an affiliate of the trustee, describe each
such affiliation.
None
Item 16. LIST OF EXHIBITS
EXHIBIT
T1A(i) (1) Copy of the Organization Certificate of HSBC Bank USA.
T1A(ii) (1) Certificate of the State of New York Banking Department dated
December 31, 1993 as to the authority of HSBC Bank USA to
commence business as amended effective on March 29, 1999.
T1A(iii) Not applicable.
T1A(iv) (3) Copy of the existing By-Laws of HSBC Bank USA as amended on
April 11, 2002.
T1A(v) Not applicable.
T1A(vi) (2) Consent of HSBC Bank USA required by Section 321(b) of the
Trust Indenture Act of 1939.
T1A(vii) Copy of the latest report of condition of the trustee
(September 30, 2003), published pursuant to law or the
requirement of its supervisory or examining authority.
T1A(viii) Not applicable.
T1A(ix) Not applicable.
(1) Exhibits previously filed with the Securities and Exchange Commission
with Registration No. 022-22429 and incorporated herein by reference
thereto.
(2) Exhibit previously filed with the Securities and Exchange Commission
with Registration No. 33-53693 and incorporated herein by reference
thereto.
(3) Exhibit previously filed with the Securities and Exchange Commission
with Registration No. 333-88532 and incorporated herein by reference
thereto.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee,
HSBC Bank USA, a banking corporation and trust company organized 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 15th day of December, 2003.
HSBC BANK USA
By: /s/ FRANK J. GODINO
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Frank J. Godino
Vice President
EXHIBIT T1A (VII)
Board of Governors of the
Federal Reserve System
OMB Number: 7100-0036
Federal Deposit Insurance
Corporation
OMB Number: 3064-0052
Office of the Comptroller
of the Currency
OMB Number: 1557-0081
FEDERAL FINANCIAL INSTITUTIONS EXAMINATION COUNCIL Expires April 30, 2006
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Please refer to page i,
Table of Contents, for |1|
the required disclosure
of estimated burden.
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CONSOLIDATED REPORTS OF CONDITION AND INCOME FOR
A BANK WITH DOMESTIC AND FOREIGN OFFICES--FFIEC 031
(19980930)
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REPORT AT THE CLOSE OF BUSINESS SEPTEMBER 30, 2002 (RCRI 9999)
This report is required by law; 12 U.S.C.ss.324 (State member This report form is to be filed by banks with branches and
banks); 12 U.S.C.ss.1817 (State nonmember banks); and 12 U.S.C. consolidated subsidiaries in U.S. territories and
ss.161 (National banks). possessions, Edge or Agreement subsidiaries, foreign
branches, consolidated foreign subsidiaries, or
International Banking Facilities.
NOTE: The Reports of Condition and Income must be signed by an The Reports of Condition and Income are to be prepared in
authorized officer and the Report of Condition must be attested accordance with Federal regulatory authority instructions.
to by not less than two directors (trustees) for State nonmember
banks and three directors for State member and National Banks. We, the undersigned directors (trustees), attest to the
correctness of this Report of Condition (including the
I, JOSEPH R. SIMPSON, CONTROLLER supporting schedules) and declare that it has been examined
------------------------------ by us and to the best of our knowledge and belief has been
Name and Title of Officer Authorized to Sign Report prepared in conformance with the instructions issued by the
appropriate Federal regulatory authority and is true and
correct.
Of the named bank do hereby declare that these Reports of
Condition and Income (including the supporting schedules) have
been prepared in conformance with the instructions issued by the
appropriate Federal regulatory authority and are true to the best
of my knowledge and believe. /s/ Sal H. Alfieri
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/s/ Joseph R. Simpson Director (Trustee)
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Signature of Officer Authorized to Sign Report /s/ Bernard J. Kennedy
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Director (Trustee)
11/12/03
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Date of Signature ------------------------------------------------------------
Director (Trustee)
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SUBMISSION OF REPORTS
Each Bank must prepare its Reports of Condition and Income For electronic filing assistance, contact EDS Call report
either: Services, 2150 N. Prospect Ave., Milwaukee, WI 53202,
telephone (800) 255-1571.
(a) in electronic form and then file the computer data file
directly with the banking agencies' collection agent, To fulfill the signature and attestation requirement for the
Electronic Data System Corporation (EDS), by modem or this signature page to the hard-copy f the completed report
Reports of Condition and Income for this report date, attach that the bank places in its files.
computer diskette; or
b) in hard-copy (paper) form and arrange for another party to
convert the paper report to automated for. That party (if
other than EDS) must transmit the bank's computer data file
to EDS.
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0 0 5 8 9
FDIC Certificate Number -------------------
(RCRI 9030)
HTTP://WWW.BANKING.US.HSBC.COM HSBC Bank USA
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Primary Internet Web Address of Bank (Home Page), if any Legal Title of Bank (TEXT 9010)
(TEXT 4087)
(Example: www.examplebank.com) Buffalo
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City (TEXT 9130)
N.Y. 14203
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State Abbrev. (TEXT 9200) ZIP Code (TEXT 9220)
Board of Governors of the Federal Reserve System, Federal Deposit Insurance
Corporation, Office of the Comptroller of the Currency
REPORT OF CONDITION
Consolidated domestic subsidiaries
HSBC Bank USA of Buffalo
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Name of Bank City
in the state of New York, at the close of business September 30, 2003
ASSETS
Thousands of dollars
Cash and balances due from depository institutions:
a. Non-interest-bearing balances currency and coin $ 2,350,034
b. Interest-bearing balances 1,160,995
Held-to-maturity securities
4,213,089
Available-for-sale securities 14,211,802
Federal funds sold and securities purchased under agreements to resell:
a. Federal funds sold in domestic offices 633,000
b. Securities purchased under agreements to resell 3,994,723
Loans and lease financing receivables:
Loans and leases held for sale $ 2,653,585
Loans and leases net of unearned income $ 42,180,013
LESS: Allowance for loan and lease losses 434,830
Loans and lease, net of unearned income, allowance, and reserve $ 41,745,183
Trading assets 11,522,909
Premises and fixed assets
673,337
Other real estate owned
11,310
Investments in unconsolidated subsidiaries
243,581
Customers' liability to this bank on acceptances outstanding
80,310
Intangible assets: Goodwill
2,211,273
Intangible assets: Other intangible assets
503,927
Other assets
3,948,333
Total assets
90,157,211
LIABILITIES
Deposits:
In domestic offices 42,764,284
Non-interest-bearing 6,078,506
Interest-bearing 36,685,778
In foreign offices 20,037,930
Non-interest-bearing 417,850
Interest-bearing 19,620,080
Federal funds purchased and securities sold under agreements to repurchase:
a. Federal funds purchased in domestic offices 90,885
b. Securities sold under agreements to repurchase 390,103
Trading Liabilities 8,070,149
Other borrowed money 5,316,355
Bank's liability on acceptances 80,130
Subordinated notes and debentures 1,549,223
Other liabilities 4,181,576
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Total liabilities 82,480,605
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Minority Interests in consolidated Subsidiaries 342
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EQUITY CAPITAL
Perpetual preferred stock and related surplus -
Common Stock 205,000
Surplus 6,420,202
Retained earnings 893,079
Accumulated other comprehensive income 157,983
Other equity capital components -
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Total equity capital 7,676,264
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Total liabilities, minority interests and equity capital 90,157,211
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