EXHIBIT 25.1
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) _______________
HARRIS TRUST AND SAVINGS BANK
(Name of Trustee)
Illinois 36-1194448
(I.R.S. Employer
(State of Incorporation) Identification No.)
111 West Monroe Street, Chicago, Illinois 60603
(Address of principal executive offices)
Daniel G. Donovan, Harris Trust and Savings Bank,
111 West Monroe Street, Chicago, Illinois, 60603
312-461-2908
(Name, address and telephone number for agent for service)
CANANDAIGUA WINE COMPANY, INC.
(Name of Obligor)
Delaware 16-0716709
(I.R.S. Employer
(State of Incorporation) Identification No.)
116 Buffalo Street
Canandaigua, New York 14424
(Address of principal executive offices)
Senior Subordinated Notes
(Title of indenture securities)
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.
Commissioner of Banks and Trust Companies, State of Illinois,
Springfield, Illinois; Chicago Clearing House Association, 164 West
Jackson Boulevard, Chicago, Illinois; Federal Deposit Insurance
Corporation, Washington, D.C.; The Board of Governors of the Federal
Reserve System,Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
Harris Trust and Savings Bank is authorized to exercise corporate
trust powers.
2. AFFILIATIONS WITH OBLIGOR. If the Obligor is an affiliate of the Trustee,
describe each such affiliation.
The Obligor is not an affiliate of the Trustee.
3. thru 15.
NO RESPONSE NECESSARY
16. LIST OF EXHIBITS.
1. A copy of the articles of association of the Trustee as now in effect
which includes the authority of the trustee to commence business and to
exercise corporate trust powers.
A copy of the Certificate of Merger dated April 1, 1972 between Harris
Trust and Savings Bank, HTS Bank and Harris Bankcorp, Inc. which
constitutes the articles of association of the Trustee as now in effect
and includes the authority of the Trustee to commence business and to
exercise corporate trust powers was filed in connection with the
Registration Statement of Louisville Gas and Electric Company, File No.
2-44295, and is incorporated herein by reference.
2. A copy of the existing by-laws of the Trustee.
A copy of the existing by-laws of the Trustee was filed in connection
with the Registration Statement of C-Cube Microsystems, Inc., File No.
33-97166, and is incorporated herein by reference.
3. The consents of the Trustee required by Section 321(b) of the Act.
(included as Exhibit A on page 2 of this statement)
4. A copy of the latest report of condition of the Trustee published
pursuant to law or the requirements of its supervising or examining
authority.
(included as Exhibit B on page 3 of this statement)
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee,
HARRIS TRUST AND SAVINGS BANK, a corporation organized and existing under the
laws of the State of Illinois, has duly caused this statement of eligibility to
be signed on its behalf by the undersigned, thereunto duly authorized, all in
the City of Chicago, and State of Illinois, on the 15th day of November, 1996.
Harris Trust and Savings Bank
By: /s/ D.G. Donovan
------------------------
D.G. Donovan
Assistant Vice President
EXHIBIT A
The consents of the Trustee required by Section 321(b) of the Act.
Harris Trust and Savings Bank, as the Trustee herein named, hereby consents that
reports of examinations of said trustee by Federal and State authorities may be
furnished by such authorities to the Securities and Exchange Commission upon
request therefor.
Harris Trust and Savings Bank
By: /s/ D.G. Donovan
------------------------
D.G. Donovan
Assistant Vice President
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EXHIBIT B
Attached is a true and correct copy of the statement of condition of Harris
Trust and Savings Bank as of September 30, 1996, as published in accordance with
a call made by the State Banking Authority and by the Federal Reserve Bank of
the Seventh Reserve District.
[LOGO] HARRIS BANK
Harris Trust and Savings Bank
111 West Monroe Street
Chicago, Illinois 60603
of Chicago, Illinois, And Foreign and Domestic Subsidiaries, at the close of
business on September 30, 1996, 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 Commissioner of
Banks and Trust Companies of the State of Illinois and by the Federal Reserve
Bank of this District.
Bank's Transit Number 71000288
THOUSANDS
ASSETS OF DOLLARS
Cash and balances due from depository
institutions:
Non-interest bearing balances
and currency and coin.............. $1,751,494
Interest bearing balances........... $839,856
Securities:
a. Held-to-maturity securities............ $0
b. Available-for-sale securities.......... $3,137,919
Federal funds sold and securities
purchased under agreements to resell in
domestic offices of the bank and
of its Edge and Agreement
subsidiaries, and in IBF's:
Federal funds sold.................. $478,625
Securities purchased under
agreements to resell............... $0
Loans and lease financing receivables:
Loans and leases, net of
unearned income.................... $7,897,067
LESS: Allowance for loan and
lease losses........................ $108,949
----------
Loans and leases, net of
unearned income, allowance, and
reserve (item 4.a minus 4.b)....... $7,788,118
Assets held in trading accounts............ $74,302
Premises and fixed assets (including
capitalized leases)....................... $172,267
Other real estate owned.................... $142
Investments in unconsolidated
subsidiaries and associated companies..... $60
Customer's liability to this bank on
acceptances outstanding................... $100,950
Intangible assets.......................... $299,478
Other assets............................... $563,022
-----------
TOTAL ASSETS............................... $15,206,233
===========
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LIABILITIES
Deposits:
In domestic offices................... $8,013,146
Non-interest bearing............. $3,248,897
Interest bearing................. $4,764,249
In foreign offices, Edge and
Agreement subsidiaries, and IBF's.... $2,055,520
Non-interest bearing............. $32,775
Interest bearing................. $2,022,745
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 IBF's:
Federal funds purchased.......... $886,457
Securities sold under agreements
to repurchase................... $1,841,475
Trading Liabilities $40,157
Other borrowed money:
a. With remaining maturity of one year
or less............................ $606,331
b. With remaining maturity of more
than one year...................... $9,434
Bank's liability on acceptances
executed and outstanding............... $100,950
Subordinated notes and debentures....... $310,000
Other liabilities....................... $186,408
-----------------------
TOTAL LIABILITIES $14,049,878
=======================
EQUITY CAPITAL
Common stock............................ $100,000
Surplus................................. $600,295
a. Undivided profits and capital
reserves........................... $486,054
b. Net unrealized holding gains
(losses) on available-for-sale
securities......................... ($29,994)
-----------------------
TOTAL EQUITY CAPITAL $1,156,355
=======================
Total liabilities, limited-life
preferred stock, and equity capital.... $15,206,233
=======================
I, Steve Neudecker, Vice President 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.
STEVE NEUDECKER
10/30/96
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 the
Commissioner of Banks and Trust Companies of the State of Illinois and is true
and correct.
EDWARD W. LYMAN,
ALAN G. McNALLY,
MARIBETH S. RAHE
Directors.
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