Exhibit 25.1
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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) [ ]
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U.S. BANK, N.A.
(Exact name of trustee as specified in its charter)
31-0841368
(State of incorporation if not a U.S. national bank) (I.R.S. employer identification no.)
One California Street, Suite 2550
San Francisco, CA 94111
(Address of principal executive offices) (Zip Code)
SEAGATE TECHNOLOGY HDD HOLDINGS
(Exact name of obligor as specified in its charter)
Cayman Islands 98-0355609
(State or other jurisdiction of incorporation or (I.R.S. employer identification no.)
organization)
P.O. Box 309GT
Ugland House, South Church Street
George Town, Grand Cayman
Cayman Islands N/A
(Address of principal executive offices) (Zip Code)
SEAGATE TECHNOLOGY HOLDINGS
(Exact name of obligor as specified in its charter)
Cayman Islands 98-0232277
(State or other jurisdiction of incorporation or (I.R.S. employer identification no.)
organization)
P.O. Box 309GT
Ugland House, South Church Street
George Town, Grand Cayman
Cayman Islands N/A
(Address of principal executive offices) (Zip Code)
8% Senior Notes due 2009
(Title of the Indenture Securities)
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FORM T-1
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.
Yes
Item 2. AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the
Trustee, describe each such affiliation.
None
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. Report of Condition of the Trustee as of December 31, 2001,
published pursuant to law or the requirements of its
supervising or examining authority, attached as Exhibit 7.
* Incorporated by reference to Registration Number 333-67188.
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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. While the Trustee has
no reason to doubt the accuracy of any such information, it cannot accept any
responsibility therefor.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as
amended, the Trustee, U.S. BANK, N.A., 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 San Francisco,
State of California on the 14th day of May, 2002.
U.S. BANK, N.A.
By: /s/ Leticia Sabiniano
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Leticia Sabiniano
Assistant Vice President
By: /s/ Andrew Fung
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Andrew Fung
Assistant 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 N.A. 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: May 14, 2002
U.S. BANK, N.A.
By: /s/ Leticia Sabiniano
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Leticia Sabiniano
Assistant Vice President
By: /s/ Andrew Fung
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Andrew Fung
Assistant Vice President
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Exhibit 7
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U.S. Bank, N.A.
Statement of Financial Condition
As of 12/31/2001
($000's)
12/31/2001
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Assets
Cash and Due From Depository Institutions $ 9,775,116
Federal Reserve Stock 0
Securities 26,316,516
Federal Funds 1,261,731
Loans & Lease Financing Receivables 109,012,892
Fixed Assets 1,414,464
Intangible Assets 8,158,687
Other Assets 6,637,699
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Total Assets $162,577,105
Liabilities
Deposits $104,077,584
Fed Funds 4,365,180
Treasury Demand Notes 0
Trading Liabilities 313,719
Other Borrowed Money 25,030,765
Acceptances 201,492
Subordinated Notes and Debentures 5,348,437
Other Liabilities 3,894,231
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Total Liabilities $143,231,408
Equity
Minority Interest in Subsidiaries $981,870
Common and Preferred Stock 18,200
Surplus 12,068,893
Undivided Profits 6,276,734
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Total Equity Capital $ 19,345,697
Total Liabilities and Equity Capital $162,577,105
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To the best of the undersigned's determination, as of the date hereof, the above
financial information is true and correct.
U.S. Bank, N.A.
By: /s/ Leticia Sabiniano
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Assistant Vice President
Date: May 14, 2002
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