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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) [ ]
SUNTRUST BANK, ATLANTA
(Exact name of trustee as specified in its charter)
GEORGIA BANKING CORPORATION 58-0466330
(Jurisdiction of incorporation or organization (I.R.S. Employer
if not a U.S. national bank) Identification No.)
25 PARK PLACE, N.E.
ATLANTA, GEORGIA 30303
(Address of principal executive offices) (Zip code)
DAVID M. KAYE
SUNTRUST BANK, ATLANTA
58 EDGEWOOD AVE.
ROOM 400
ATLANTA, GEORGIA 30303
(404) 588-7583
(Name, address and telephone number of agent for service)
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THE KRYSTAL COMPANY
(Exact name of obligor as specified in its charter)
TENNESSEE 62-0264140
(State or other jurisdiction of (I.R.S. Employee
incorporation or organization) Identification No.)
ONE UNION SQUARE
CHATTANOOGA, TENNESSEE 37402
(Address of principal executive offices) (Zip Code)
10 1/4% SENIOR NOTES
DUE 2007
(Title of the indenture securities)
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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.
Department of Banking and Finance,
State of Georgia,
Atlanta, Georgia
Federal Reserve Bank of Atlanta
104 Marietta Street, N.W.
Atlanta, Georgia
Federal Deposit Insurance Corporation
Washington, D.C.
(b) WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS.
Yes.
ITEM 2. AFFILIATIONS WITH THE OBLIGOR.
IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH
AFFILIATION.
The obligor is not an affiliate of the trustee.
No responses are included for Items 3 through 12. Responses to those Items
are not required because, as provided in Item 13, the obligor is not in default
on any securities issued under indentures under which SunTrust Bank, Atlanta is
a trustee.
ITEM 13. DEFAULTS BY THE OBLIGOR.
(a) STATE WHETHER THERE IS OR HAS BEEN A DEFAULT WITH RESPECT TO THE
SECURITIES UNDER THIS INDENTURE. EXPLAIN THE NATURE OF ANY SUCH DEFAULT.
There is not and has not been any such default.
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(b) IF THE TRUSTEE IS A TRUSTEE UNDER ANOTHER INDENTURE UNDER WHICH ANY OTHER
SECURITIES, OR CERTIFICATES OF INTEREST OR PARTICIPATION IN ANY OTHER
SECURITIES, OF THE OBLIGOR ARE OUTSTANDING, OR IS TRUSTEE FOR MORE THAN
ONE OUTSTANDING SERIES OF SECURITIES UNDER THE INDENTURE, STATE WHETHER
THERE HAS BEEN A DEFAULT UNDER ANY SUCH INDENTURE OR SERIES, IDENTIFY THE
INDENTURE OR SERIES AFFECTED, AND EXPLAIN THE NATURE OF ANY SUCH DEFAULT.
There has not been any such default.
No responses are included for Items 14 and 15. Responses to those Items are
not required because, as provided in Item 13, the obligor is not in default on
any securities issued under indentures under which SunTrust Bank, Atlanta is a
trustee.
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ITEM 16. LIST OF EXHIBITS.
The additional exhibits listed below are filed herewith. Exhibits, if any,
identified in parentheses are on file with the Commission and are incorporated
herein by reference as exhibits hereto pursuant to Rule 7a-29 under the Trust
Indenture Act of 1939 and Rule 24 of the Commission's Rules of Practice.
Exhibit
Number
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1 A copy of the Articles of Amendment and Restated Articles of
Incorporation of the trustee as now in effect. (Exhibit 1 to Form T-1,
Registration No. 33-63523).
2 A copy of the certificate of authority of the trustee to commence
business. (Included in Exhibit 1 to Form T-1, Registration No. 33-
63523).
3 A copy of the authorization of the trustee to exercise trust powers.
(Included in Exhibit 1 to Form T-1, Registration No. 33-63523).
4 A copy of the existing bylaws of the Trustee. (Exhibit 4 to Form T-1,
Registration No. 33-49283).
5 Not applicable.
6 Consent of the trustee required by Section 321(b) of the Trust Indenture
Act of 1939, as amended.
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.
8 Not applicable.
9 Not applicable.
NOTE
In answering any item in this Statement of Eligibility which relates to
matters peculiarly within the knowledge of the obligor or any underwriter for
the obligor, the trustee has relied upon information furnished to it by the
obligor or the underwriters and the trustee disclaims responsibility for the
accuracy and completeness of such information.
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SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the
trustee, SunTrust Bank, Atlanta, a corporation organized and existing under the
laws of the State of Georgia, has duly caused this statement of eligibility to
be signed on its behalf by the undersigned, thereunto duly authorized, all in
the City of Atlanta, and State of Georgia, on the 8th day of December, 1997.
SUNTRUST BANK, ATLANTA
By: /s/ Kathleen Delaney
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Kathleen Delaney
Corporate Trust Officer
By: /s/ Ronald C. Painter
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Ronald C. Painter
Vice President
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Exhibit
Number Description
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1 A copy of the Articles of Amendment and Restated Articles of
Incorporation of the trustee as now in effect. (Exhibit 1 to Form T-1,
Registration No. 33-63523).
2 A copy of the certificate of authority of the trustee to commence
business. (Included in Exhibit 1 to Form T-1, Registration No. 33-
63523).
3 A copy of the authorization of the trustee to exercise trust powers.
(Included in Exhibit 1 to Form T-1, Registration No. 33-63523).
4 A copy of the existing bylaws of the Trustee. (Included in Exhibit 4
to Form T-1, Registration No. 33-49283).
5 Not applicable.
6 Consent of the Trustee required by Section 321(b) of the Trust
Indenture Act of 1939, as amended.
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.
8 Not applicable.
9 Not applicable.
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EXHIBIT 6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture Act
of 1939, as amended, in connection with the proposed issue of Senior Facility
Bonds, we hereby consent that reports of examination by Federal, State,
Territorial or District authorities may be furnished by such authorities to the
Securities and Exchange Commission upon request therefor.
SUNTRUST BANK, ATLANTA
By: /s/ Kathleen Delaney
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Kathleen Delaney
Corporate Trust Officer
By: /s/ Ronald C. Painter
-----------------------------------
Ronald C. Painter
Vice President
Dated: December 8, 1997
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EXHIBIT 7
CONSOLIDATED REPORT OF CONDITION OF
SUNTRUST BANK, ATLANTA
(FORMERLY TRUST COMPANY BANK)
of Atlanta, Georgia and Foreign and Domestic subsidiaries, at the close of
business, September 30, 1997, 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 State Banking
Authorities.
ASSETS DOLLAR AMOUNTS
IN THOUSANDS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin $ 936,136
Interest-bearing balances 4,501
Securities:
Held-to-maturity securities 0
Available-for-sale securities 2,870,195
Federal funds sold and securities purchased under agreements to resell 1,260,853
Loans and lease financing receivables:
Loans and leases, net of unearned income 10,332,434
LESS: Allowance for loan and lease losses 133,475
LESS: Allocated transfer risk reserve 0
Loans and leases, net of unearned income, allowance, and reserve 10,198,959
Assets held in trading accounts 22,971
Premises and fixed assets (including capitalized leases) 99,127
Other real estate owned 1,786
Investments in unconsolidated subsidiaries and associated companies 12,664
Customers' liability to this bank on acceptances outstanding 492,368
Intangible assets 17,422
Other assets 154,588
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Total assets $16,071,570
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LIABILITIES
Deposits:
In domestic offices $ 6,360,278
Noninterest-bearing 2,454,554
Interest-bearing 3,905,724
In foreign offices, Edge and Agreements subsidiaries and IBFs 2,469,099
Noninterest-bearing 0
Interest-bearing 2,469,099
Federal funds purchased and securities sold under agreements to repurchase 2,581,162
Demand Notes issued to the U.S. Treasury 0
Trading Liabilities 7,658
Other borrowed money
With a original maturity of one year or less 669,895
With a original maturity of more than one year through three years 0
With a remaining maturity of more than three years 2,511
Bank's liability on acceptances executed and outstanding 492,368
Subordinated notes and debentures 250,000
Other Liabilities 1,036,286
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Total Liabilities $13,869,257
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EQUITY CAPITAL
Perpetual preferred stock and related surplus 0
Common stock 21,601
Surplus 573,406
Undivided profits and capital reserves 656,861
Net unrealized holding gains (losses) on available-for-sale securities 950,445
Cumulative foreign currency translation adjustments 0
Total equity capital 2,202,313
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Total liabilities, limited-life preferred stock and equity capital $16,071,570
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I, Russell L. Hunter, Senior Vice President of the above named bank, do hereby
declare that this Report of Condition and Income has been prepared in
conformance with the instructions issued by the appropriate Federal regulatory
authority and is true to the best of my knowledge and belief.
Russell L. Hunter
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 appropriate Federal regulatory authority and is true and correct.
Robert R. Long
R. W. Courts
L. Philip Humann
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