Registration No. 333-____
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
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SECTION 305(b)(2)
First Union National Bank
(Exact name of trustee as specified in its charter)
United States of America
(Jurisdiction of incorporation or organization if not a U.S. national bank)
22-1147033
(I.R.S. Employer Identification Number)
One First Union
301 South College Street
Charlotte, North Carolina
(Address of principal executive offices)
28288
(Zip code)
Rhonda Caraway
First Union National Bank
Corporate Trust Department FL0122
225 Water Street, Third Floor
Jacksonville, Florida 32202
(904)361-5581
(Name, address and telephone number of agent for service)
Regency Centers, L.P.
(Exact name of obligor as specified in its charter)
Delaware
(State or other jurisdiction of incorporation or organization)
59-3429602
(I.R.S. Employer Identification No.)
121 West Forsyth Street
Suite 200
Jacksonville, Florida
(904) 356-7000
(Address of principal executive offices)
32202
(Zip code)
Regency Centers, L.P.
Debt Securities to be issued
from time to time, in one or more
series, and registered pursuant
to the Form S-3 of the obligor
(Title of the indenture securities)
I. 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
Board of Governors of the Federal Washington, D.C.
Reserve System
Comptroller of the Currency Washington, D.C.
Federal Deposit Insurance Washington, D.C.
Corporation
b. Whether it is authorized to exercise corporate trust powers.
The Trustee is authorized to exercise corporate trust powers.
1. 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. (See Note 1 on page 6.)
2. Voting securities of the trustee. Furnish the following information
as to each class of voting securities of the trustee:
As of January 7, 1999 (Insert date within 31 days).
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COL. A COL. B
TITLE OF CLASS AMOUNT OUTSTANDING
Common Stock 990,800,000
(See Note 1 on page 6.)
3. Trusteeships under other indentures. 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, furnish the following information:
a. Title of the securities outstanding under each such other
indenture.
Not Applicable.
b. A brief statement of the facts relied upon as a basis for the
claim that no conflicting interest within the meaning of Section 310(b)(1) of
the Act arises as a result of the trusteeship under any such other indenture,
including a statement as to how the indenture securities will rank as compared
with the securities issued under such other indenture.
Not Applicable.
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4. Interlocking directorates and similar relationships with the obligor
or underwriters. If the trustee or any of the directors or executive officers
of the trustee is a director, officer, partner, employee, appointee, or
representative of the obligor of any underwriter for the obligor, identify each
such person having any such connection and state the nature of each such
connection.
Not Applicable - see answer to Item 13.
5. Voting securities of the trustee owned by the obligor or its
officials. Furnish the following information as to the voting securities of the
trustee owned beneficially by the obligor and each director, partner, and
executive officer of the obligor.
As of ________________ (Insert date within 31 days).
COL. D
COL. C PERCENTAGE OF VOTING SECURITIES
COL. A COL. B AMOUNT OWNED REPRESENTED BY AMOUNT GIVEN
NAME OF OWNER TITLE OF CLASS BENEFICIALLY IN COL. C
Not Applicable - see answer to Item 13.
6. Voting securities of the trustee owned by underwriters or their
officials. Furnish the following information as to the voting securities of the
trustee owned beneficially by each underwriter for the obligor and each
director, partner, and executive officer of each such underwriter:
As of __________________ (Insert date within 31 days).
COL. D
COL. C PERCENTAGE OF VOTING SECURITIES
COL. A COL. B AMOUNT OWNED REPRESENTED BY AMOUNT GIVEN
NAME OF OWNER TITLE OF CLASS BENEFICIALLY IN COL. C
Not Applicable - see answer to Item 13.
7. Securities of the obligor owned or held by the trustee. Furnish the
following information as to securities of the obligor owned beneficially or held
as collateral security for obligations in default by the trustee:
As of __________________ (Insert date within 31 days).
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COL. C
AMOUNT OWNED COL. D
COL. B BENEFICIALLY OR PERCENT OF CLASS
WHETHER THE SECURITIES HELD AS COLLATERAL REPRESENTED BY
COL. A ARE VOTING OR SECURITY FOR AMOUNT GIVEN
TITLE OF CLASS NONVOTING SECURITIES OBLIGATIONS IN DEFAULT IN COL. C
Not Applicable - see answer to Item 13.
8. Securities of underwriters owned or held by the trustee. If the
trustee owns beneficially or hold as collateral security for obligations in
default any securities of an underwriter for the obligor, furnish the following
information as to each class of securities of such underwriter any of which are
so owned or held by the trustee:
As of _________________ (Insert date within 31 days).
COL. C COL. D
AMOUNT OWNED BENEFICIALLY PERCENT OF CLASS
COL. A COL. B OR HELD AS COLLATERAL REPRESENTED BY
TITLE OF ISSUER AMOUNT SECURITY FOR OBLIGATIONS AMOUNT GIVEN
AND TITLE OF CLASS OUTSTANDING IN DEFAULT BY TRUSTEE IN COL. C
Not Applicable - see answer to Item 13.
9. Ownership or holdings by the trustee of voting securities of certain
affiliates or security holders of the obligor. If the trustee owns beneficially
or holds as collateral security for obligations in default voting securities of
a person who, to the knowledge of the trustee (1) owns 10 percent or more of the
voting securities of the obligor or (2) is an affiliate, other than a
subsidiary, of the obligor, furnish the following information as to the voting
securities of such person:
As of __________________ (Insert date within 31 days).
COL. C COL. D
AMOUNT OWNED BENEFICIALLY PERCENT OF CLASS
COL. A COL. B OR HELD AS COLLATERAL REPRESENTED BY
TITLE OF ISSUER AMOUNT SECURITY FOR OBLIGATIONS AMOUNT GIVEN
AND TITLE OF CLASS OUTSTANDING IN DEFAULT BY TRUSTEE IN COL. C
Not Applicable - see answer to Item 13.
10. Ownership or holdings by the trustee of any securities of a person
owning 50 percent or more of the voting securities of the obligor. If the
trustee owns beneficially or holds as collateral security for obligations in
default any securities of a person who, to the knowledge of the trustee, owns 50
percent or more of the voting securities of the obligor, furnish the following
information as to each class of securities of such person any of which are so
owned or held by the trustee:
As of __________________ (Insert date within 31 days).
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COL. C COL. D
AMOUNT OWNED BENEFICIALLY PERCENT OF CLASS
COL. A COL. B OR HELD AS COLLATERAL REPRESENTED BY
TITLE OF ISSUER AMOUNT SECURITY FOR OBLIGATIONS AMOUNT GIVEN
AND TITLE OF CLASS OUTSTANDING IN DEFAULT BY TRUSTEE IN COL. C
Not Applicable - See answer to Item 13.
11. Indebtedness of the Obligor to the Trustee. Except as noted in the
instructions, if the obligor is indebted to the trustee, furnish the following
information:
As of __________________ (Insert date within 31 days).
COL. A COL. B COL. C
NATURE OF INDEBTEDNESS AMOUNT OUTSTANDING DATE DUE
Not Applicable - See answer to Item 13.
12. 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.
None.
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.
None.
13. Affiliations with the Underwriters. If any underwriter is an
affiliate of the trustee, describe each such affiliation.
Not Applicable.
14. Foreign Trustee. Identify the order or rule pursuant to which the
foreign trustee is authorized to act as sole trustee under indentures qualified
or to be qualified under the Act.
Not Applicable.
15. List of exhibits. List below all exhibits filed as a part of this
statement of eligibility.
1. Articles of Association of First Union National Bank as now in
effect.*
2. Certificate of Authority of the trustee to commence business.*
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3. Copy of the authorization of the trustee to exercise corporate
trust powers.*
4. Existing bylaws of the trustee.*
5. Not Applicable.
6. The consent of the trustee required by Section 321(b) of the Act.
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.
________________________
* Previously filed with the Securities and Exchange Commission on March
20, 1998 as an Exhibit to Form T-1 in connection with Registration Statement
Number 333-24773 and incorporated herein by reference.
NOTES:
Note 1: The trustee is a subsidiary of First Union Corporation, a bank
holding company; all of the voting securities of the trustee are held by First
Union Corporation. The voting securities of First Union Corporation are
described in Item 3.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939 the
trustee, First Union National Bank, a national banking association [state form
of organization] organized and existing under the laws of the United States of
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America, has duly caused this statement of eligibility to be signed on its
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behalf by the undersigned, thereunto duly authorized, all in the city of
Jacksonville, and State [or other jurisdiction] of Florida, on the 16th day of
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February, 1999.
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FIRST UNION NATIONAL BANK
(Trustee)
By: /s/ R. CARAWAY
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Rhonda Caraway, Trust Officer
(Name and Title)
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EXHIBIT 6
First Union National Bank, pursuant to the requirements of Section 321(b)
of the Trust Indenture Act of 1939, as amended (the "Act") in connection with
the proposed issuance by Regency Centers, L.P. of its debt securities to be
issued from time to time hereby consents 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, as contemplated
by Section 321(b) of the Act.
Dated: February 16, 1999
FIRST UNION NATIONAL BANK
By: /s/ R. Caraway
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Rhonda Caraway, Trust Officer
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REPORT OF CONDITION EXHIBIT 7
Legal Title of Bank: First Union National Bank
Address: Two First Union Center
City, State, Zip: Charlotte, NC 28288-0201
FDIC Certificate No.: 33869
Consolidated Report of Condition for Insured Commercial and State-Chartered
Savings Banks for December 31, 1998
Schedule RC--Balance Sheet
ASSETS
Thousand of Dollars
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Cash and balance due from depository institutions:
Noninterest-bearing balances and currency and coin......... 12,220,276
Interest-bearing balances.................................. 2,533,262
Securities.................................................. /////////
Held-to-maturity securities................................ 1,891,097
Available-for-sale
securities............................................... 36,783,824
Federal funds sold and securities purchased under agreements //////////
to resell................................................. 8,034,320
Loans and lease financing receivables:
Loan and leases, net of unearned income..................... 133,283,216
LESS: Allowance for loan and lease losses.................. 1,810,465
LESS: Allocated transfer risk reserve...................... 0
Loans and leases, net of unearned income, allowance, and
reserve..................................................... 131,472,751
Assets held in trading accounts............................. 7,042,399
Premises and fixed assets (including capitalized leases).... 3,165,970
Other real estate owned..................................... 128,223
Investment in unconsolidated subsidiaries and associated //////////
companies................................................... 323,890
Customer's liability to this bank on acceptances
outstanding................................................ 1,268,425
Intangible assets........................................... 5,200,418
Other assets................................................ 12,418,468
Total assets................................................ 222,483,323
LIABILITIES
Deposits:
In domestic offices.................................... 137,007,272
Noninterest-bearing.................................. 26,154,252
Interest-bearing..................................... 110,853,020
In foreign offices, Edge and Agreement subsidiaries,
and IBFs............................................... 10,021,556
Noninterest-bearing.................................. 477,500
Interest-bearing..................................... 9,544,056
Federal funds purchased and securities sold under agreements //////////
to repurchase 19,607,885
Demand notes issued to the U.S. Treasury.................... 389,283
Trading liabilities......................................... 5,075,053
Other borrowed money:....................................... /////////
With a remaining maturity of one year or less............... 14,089,286
With a remaining maturity of one year through three years... 2,371,510
With a remaining maturity of more than three years.......... 767,010
Not Applicable ////////
Bank's liability on acceptances executed and outstanding.... 1,280,934
Subordinated notes and debentures........................... 4,045,123
Other liabilities........................................... 9,151,594
Total liabilities........................................... 203,806,506
EQUITY CAPITAL
Perpetual preferred stock and related surplus............... 160,540
Common Stock................................................ 454,543
Surplus..................................................... 13,206,325
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Undivided profits and capital reserves...................... 4,441,457
Net unrealized holding gains (losses) on available-for-sale /////////
securities................................................. 417,625
Cumulative foreign currency translation adjustments......... (3,673)
Total equity capital........................................ 18,676,817
Total liabilities and equity capital........................ 222,483,323
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