1 EXHIBIT 25(e) THIS CONFORMING PAPER FORMAT DOCUMENT IS BEING SUBMITTED PURSUANT TO RULE 901(d) OF REGULATION S-T ================================================================================ 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 SECTION 305(b)(2) |__| ____________________________ THE BANK OF NEW YORK (Exact name of trustee as specified in its charter) New York 13-5160382 (State of incorporation (I.R.S. employer if not a U.S. national bank) identification no.) 48 Wall Street, New York, N.Y. 10286 (Address of principal executive offices) (Zip code) ____________________________ CMS ENERGY CORPORATION (Exact name of obligor as specified in its charter) Michigan 38-2726431 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Fairlane Plaza South, Suite 1100 330 Town Center Drive Dearborn, Michigan 48126 (Address of principal executive offices) (Zip code) ______________________ Guarantee of Preferred Securities of CMS Energy Trust II (Title of the indenture securities) ================================================================================ 2 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. - -------------------------------------------------------------------------------- Name Address - -------------------------------------------------------------------------------- Superintendent of Banks of the State of 2 Rector Street, New York, New York N.Y. 10006, and Albany, N.Y. 12203 Federal Reserve Bank of New York 33 Liberty Plaza, New York, N.Y. 10045 Federal Deposit Insurance Corporation Washington, D.C. 20429 New York Clearing House Association New York, New York 10004 (b) WHETHER IT IS AUTHORIZED TO EXERCISE CORPORATE TRUST POWERS. Yes. 2. AFFILIATIONS WITH OBLIGOR. IF THE OBLIGOR IS AN AFFILIATE OF THE TRUSTEE, DESCRIBE EACH SUCH AFFILIATION. None. (See Note on page 3.) 16. LIST OF EXHIBITS. EXHIBITS IDENTIFIED IN PARENTHESES BELOW, ON FILE WITH THE COMMISSION, ARE INCORPORATED HEREIN BY REFERENCE AS AN EXHIBIT HERETO, PURSUANT TO RULE 7a-29 UNDER THE TRUST INDENTURE ACT OF 1939 (THE "ACT") AND RULE 24 OF THE COMMISSION'S RULES OF PRACTICE. 1. A copy of the Organization Certificate of The Bank of New York (formerly Irving Trust Company) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672 and Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637.) 4. A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 33-31019.) - 2 - 3 6. The consent of the Trustee required by Section 321(b) of the Act. (Exhibit 6 to Form T-1 filed with Registration Statement No. 33-44051.) 7. A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority. NOTE Inasmuch as this Form T-1 is filed prior to the ascertainment by the Trustee of all facts on which to base a responsive answer to Item 2, the answer to said Item is based on incomplete information. Item 2 may, however, be considered as correct unless amended by an amendment to this Form T-1. - 3 - 4 SIGNATURE Pursuant to the requirements of the Act, the Trustee, The Bank of New York, a corporation organized and existing 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 21st day of May, 1997. THE BANK OF NEW YORK By: /s/ VIVIAN GEORGES -------------------------------- Name: VIVIAN GEORGES Title: ASSISTANT VICE PRESIDENT - 4 - 5 EXHIBIT 7 - -------------------------------------------------------------------------------- Consolidated Report of Condition of THE BANK OF NEW YORK of 48 Wall Street New York, N.Y. 10286 And Foreign and Domestic Subsidiaries a member of the Federal Reserve System, at the close of business December 31, 1996, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act. Dollar Amounts ASSETS in Thousands Cash and balances due from depository institutions: Noninterest-bearing balances and currency and coin.................... $ 6,024,605 Interest-bearing balances............................................. 808,821 Securities: Held-to-maturity securities........................................... 1,071,747 Available-for-sale securities......................................... 3,105,207 Federal funds sold in domestic offices of the bank:..................... 4,250,941 Loans and lease financing receivables: Loans and leases, net of unearned income....................31,962,915 LESS: Allowance for loan and lease losses.....................635,084 LESS: Allocated transfer risk reserve.............................429 Loans and leases, net of unearned income, allowance, and reserve...... 31,327,402 Assets held in trading accounts......................................... 1,539,612 Premises and fixed assets (including capitalized leases)................ 692,317 Other real estate owned................................................. 22,123 Investments in unconsolidated subsidiaries and associated companies............................................................. 213,512 Customers' liability to this bank on acceptances outstanding............ 985,297 Intangible assets....................................................... 590,973 Other assets............................................................ 1,487,903 ----------- Total assets............................................................ $52,120,460 =========== LIABILITIES Deposits: In domestic offices................................................... $25,929,642 Noninterest-bearing.........................................11,245,050 Interest-bearing............................................14,684,592 In foreign offices Edge and Agreement subsidiaries, and IBFs.................................................................. 12,852,809 Noninterest-bearing............................................552,203 Interest-bearing............................................12,300,606 Federal funds purchased and securities sold under agreements to repurchase in domestic offices of the bank and of its Edge and Agreement subsidiaries, and in IBFs: Federal funds purchased................................................ 1,360,877 Securities sold under agreements to repurchase......................... 226,158 Demand notes issued to the U.S. Treasury................................. 204,987 Trading liabilities...................................................... 1,437,445 Other borrowed money:.................................................... With original maturity of one year or less............................. 2,312,556 With original maturity of more than one year........................... 20,766 Bank's liability on acceptances executed and outstanding................. 1,014,717 Subordinated notes and debentures........................................ 1,014,400 Other liabilities........................................................ 1,721,291 ----------- Total liabilities........................................................ 48,095,648 ----------- EQUITY CAPITAL Common stock............................................................. 942,284 Surplus.................................................................. 731,319 Undivided profits and capital reserves................................... 2,354,095 Net unrealized holding gains (losses) on available-for-sale securities............................................................. 7,030 Cumulative foreign currency translation adjustments...................... ( 9,916) ----------- Total equity capital..................................................... 4,024,812 ----------- Total liabilities and equity capital..................................... $52,120,460 =========== I, Robert E. Keilman, Senior Vice President and Comptroller of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the Board of Governors of the Federal Reserve System and is true to the best of my knowledge and belief. Robert E. Keilman 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 Board of Governors of the Federal Reserve System and is true and correct. J. Carter Bacot) Thomas A. Renyl) Directors Alan R. Griffith) - --------------------------------------------------------------------------------