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EXHIBIT 25(a)
THIS CONFORMING PAPER FORMAT DOCUMENT IS BEING SUBMITTED PURSUANT TO
RULE 901(d) OF REGULATION S-T
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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) |__|
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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)
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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)
______________________
Subordinated Debentures
(Title of the indenture securities)
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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.
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Name Address
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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.)
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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.
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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
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Name: VIVIAN GEORGES
Title: ASSISTANT VICE PRESIDENT
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EXHIBIT 7
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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
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Total assets............................................................ $52,120,460
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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
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Total liabilities........................................................ 48,095,648
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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)
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Total equity capital..................................................... 4,024,812
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Total liabilities and equity capital..................................... $52,120,460
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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)
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