EXHIBIT 25.1
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
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CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(b)(2) _______
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UNITED STATES TRUST COMPANY OF NEW YORK (Exact name of
trustee as specified in its charter)
New York 13-3818954
(Jurisdiction of incorporation or (I. R. S. Employer
organization if not a U. S. national bank) Identification Number)
114 West 47th Street 10036-1532
New York, New York (Zip Code)
(Address of principal
executive offices)
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NE Restaurant Company Inc.
(Exact name of obligor as specified in its charter)
Delaware 06-1311266
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
80A Turnpike Road 01581
Westborough, MA (Zip code)
(Address of principal executive offices)
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Bertucci's, Inc.
(Exact name of obligor as specified in its charter)
Massachusetts 04-2947209
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Bertucci's Restaurant Corp.
(Exact name of obligor as specified in its charter)
Massachusetts 04-2844750
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Bertucci's Securities Corporation
(Exact name of obligor as specified in its charter)
Massachusetts 04-3132772
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Berestco, Inc.
(Exact name of obligor as specified in its charter)
Massachusetts 04-3173720
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Sal & Vinnie's Sicilian Steakhouse, Inc.
(Exact name of obligor as specified in its charter)
Massachusetts 04-3260622
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Bertucci's of Anne Arundel County, Inc.
(Exact name of obligor as specified in its charter)
Maryland 52-1854761
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Bertucci's of Columbia, Inc.
(Exact name of obligor as specified in its charter)
Maryland 52-1854758
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Bertucci's of Baltimore County, Inc.
(Exact name of obligor as specified in its charter)
Maryland 52-1819001
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Bertucci's of Bel Air, Inc.
(Exact name of obligor as specified in its charter)
Maryland 52-1854759
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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Bertucci's of White Marsh, Inc.
(Exact name of obligor as specified in its charter)
Maryland 52-1854760
(State or other jurisdiction of (I. R. S. Employer
incorporation or organization) Identification No.)
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10 3/4% Senior Note due 2008
(Title of the indenture securities)
GENERAL
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.
Federal Reserve Bank of New York (2nd District), New York,
New York (Board of Governors of the Federal Reserve
System).
Federal Deposit Insurance Corporation, Washington, D. C.
New York State Banking Department, Albany, New York
(b) Whether it is authorized to exercise corporate trust powers.
The trustee is authorized to exercise corporate trust
powers.
2. Affiliations with the Obligor
If the obligor is an affiliate of the trustee, describe each such
affiliation.
None.
3,4,5,6,7,8,9,10,11,12,13,14 and 15.
The obligor are currently not in default under any of its outstanding
securities for which United States Trust Company of New York is
Trustee. Accordingly, responses to Items 3, 4, 5, 6, 7, 8, 9, 10, 11,
12, 13, 14 and 15 of Form T-1 are not required under General
Instruction B.
16. List of Exhibits
T-1.1 -- Organization Certificate, as amended,
issued by the State of New York Banking
Department to transact business as a Trust
Company, is incorporated by reference to
Exhibit T-1.1 to Form T-1 filed on
September 15, 1995 with the Commission
pursuant to the Trust Indenture Act of 1939,
as amended by the Trust Indenture Reform
Act of 1990 (Registration No.
33-97056).
T-1.2 -- Included in Exhibit T-1.1.
T-1.3 -- Included in Exhibit T-1.1.
16. List of Exhibits (continued)
T-1.4 -- The By-laws of the United States Trust
Company of New York, as amended, is
incorporated by reference to Exhibit T-1.4
to Form T-1 filed on September 15, 1995
with the Commission pursuant to the Trust
Indenture Act of 1939, as amended by the
Trust Indenture Reform Act of 1990
(Registration No. 33-97056).
T-1.6 -- The consent of the trustee required by
Section 321(b) of the Trust Indenture Act
of 1939, as amended by the Trust Indenture
Reform Act of 1990.
T-1.7 -- A copy of the latest report of
condition of the trustee pursuant to law or
the requirements of its supervising or
examining authority.
NOTE
As of September 1, 1998, the trustee had 2,999,020
shares of Common Stock outstanding, all of which are
owned by its parent company, U. S. Trust
Corporation. The term "trustee" in Item 2, refers to
each of United States Trust Company of New York and
its parent company, U. S. Trust Corporation.
In answering Item 2 in this statement of eligibility, as to matters
peculiarly within the knowledge of the obligor or its directors, the
trustee has relied upon information furnished to it by the obligor and
will rely on information to be furnished by the obligor and the trustee
disclaims responsibility for the accuracy or completeness of such
information.
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Pursuant to the requirements of the Trust Indenture Act of 1939, the
trustee, United States Trust Company 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 14th day of September, 1998.
UNITED STATES TRUST COMPANY OF
NEW YORK, Trustee
By: /s/ Patricia Stermer
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Patricia Stermer
Assistant Vice President
Exhibit T-1.6
The consent of the trustee required by Section 321(b) of the Act.
United States Trust Company of New York
114 West 47th Street
New York, NY 10036
September 1, 1995
Securities and Exchange Commission
450 5th Street, N.W.
Washington, DC 20549
Gentlemen:
Pursuant to the provisions of Section 321(b) of the Trust Indenture Act of 1939,
as amended by the Trust Indenture Reform Act of 1990, and subject to the
limitations set forth therein, United States Trust Company of New York ("U.S.
Trust") hereby consents that reports of examinations of U.S. Trust by Federal,
State, Territorial or District authorities may be furnished by such authorities
to the Securities and Exchange Commission upon request therefor.
Very truly yours,
UNITED STATES TRUST COMPANY
OF NEW YORK
By: /S/Gerard F. Ganey
Senior Vice President
EXHIBIT T-1.7
UNITED STATES TRUST COMPANY OF NEW YORK
CONSOLIDATED STATEMENT OF CONDITION
JUNE 30, 1998
($ IN THOUSANDS)
ASSETS
Cash and Due from Banks $ 99,322
Short-Term Investments 171,315
Securities, Available for Sale 626,426
Loans 1,857,795
Less: Allowance for Credit Losses 16,708
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Net Loans 1,841,087
Premises and Equipment 59,304
Other Assets 122,476
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Total Assets $2,919,930
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LIABILITIES
Deposits:
Non-Interest Bearing $ 648,072
Interest Bearing 1,646,049
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Total Deposits 2,294,121
Short-Term Credit Facilities 306,807
Accounts Payable and Accrued Liabilities 144,419
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Total Liabilities $2,745,347
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STOCKHOLDER'S EQUITY
Common Stock 14,995
Capital Surplus 49,541
Retained Earnings 107,703
Unrealized Gains on Securities
Available for Sale (Net of Taxes) 2,344
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Total Stockholder's Equity 174,583
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Total Liabilities and
Stockholder's Equity $2,919,930
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I, Richard E. Brinkmann, Senior Vice President & Comptroller of the named bank
do hereby declare that this Statement of Condition has been prepared in
conformance with the instructions issued by the appropriate regulatory authority
and is true to the best of my knowledge and belief.
Richard E. Brinkmann, SVP & Controller
July 31, 1998