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)___
BANK OF MONTREAL TRUST COMPANY
(Exact name of trustee as specified in its charter)
New York 13-4941093
(State of incorporation or organization (I.R.S. employer
if not a U.S. national bank) identification no.)
Wall Street Plaza
88 Pine Street, 19th Floor
New York, New York 10005
(Address of trustee's principal executive offices) (Zip code)
Mark F. McLaughlin
Bank of Montreal Trust Company
Wall Street Plaza
88 Pine Street, 19th Floor
New York, NY 10005
(212) 701-7602
(Name, address and telephone number of agent for service)
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HYPERION TELECOMMUNICATIONS, INC.
(Exact name of obligor as specified in its charter)
Delaware 25-1669404
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification number)
Main at Water Street
Coudersport, Pennsylvania 16915
(Address of principal executive offices)
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12 1/4% Senior Notes, Due 2004
(Title of Indenture Securities)
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Item 1. General Information.
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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
33 Liberty Street, New York N.Y. 10045
State of New York Banking Department
2 Rector Street, New York, N.Y. 10006
(b) Whether it is authorized to exercise corporate trust powers.
The Trustee is authorized to exercise corporate trust powers.
Item 2. Affiliations with the Obligor.
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If the obligor is an affiliate of the trustee, describe each
such affiliation.
The obligor is not an affiliate of the trustee.
Item 4. Trusteeships under Other Indentures.
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If the trustee is a trustee under another indenture under which
any other securities, or certificates of interest or participation
in any other securities, of the obligor are outstanding, furnish
the following information:
(a) Title of the securities outstanding under each such other
indenture.
Hyperion Telecommunications, Inc. and Bank of Montreal Trust
Company Indenture dated as of April 15, 1996, $329,000,000
principal amount Hyperion Telecommunications, Inc. 13% Senior
Notes due April 15, 2003.
Hyperion Telecommunications, Inc. and Bank of Montreal Trust
Company Indenture dated as of August 27, 1997, $250,000,000
principal amount Hyperion Telecommunications, Inc. 12 1/4% Secured
Notes due September 1, 2004.
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(b) A brief statement of the facts relied upon as a basis for the
claim that no conflicting interest within the meaning of Section
310 (b) (1) of the Act arises as a result of the trusteeship under
any such other indenture, including a statement as to how the
indenture securities will rank as compared with the securities
issued under such other indenture.
The indenture to be qualified and the indenture(s) referred to in
paragraph A above are wholly unsecured and rank pari passu.
Item 16. List of Exhibits.
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List below all exhibits filed as part of this statement of eligibility.
A. Copy of Organization Certificate of Bank of Montreal Trust Company
to transact business and exercise corporate trust powers;
incorporated herein by reference as Exhibit "A" filed with Form
T-1 Statement, Registration No. 33-46118
B. Copy of the existing By-Laws of Bank of Montreal Trust Company;
incorporated herein by reference as Exhibit "B" filed with Form
T-1 Statement, Registration No. 33-80928
C. The consent of the Trustee required by Section 321(b) of the Act;
incorporated herein by reference as Exhibit "C" with Form T-1
Statement, Registration No. 33-46118
D. A copy of the latest report of condition of Bank of Montreal Trust
Company published pursuant to law or the requirements of its
supervising or examining authority, attached hereto as Exhibit "D"
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939 the
Trustee, Bank of Montreal Trust Company, 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
September 25, 1997.
BANK OF MONTREAL TRUST COMPANY
By /s/ Therese Gaballah
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Therese Gaballah
Assistant Vice President
EXHIBIT "D"
STATEMENT OF CONDITION
BANK OF MONTREAL TRUST COMPANY
NEW YORK
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ASSETS
Due From Banks $ 594,897
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Investment Securities:
State & Municipal 17,099,800
Other 100
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Total Securities 17,099,900
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Loans and Advances
Federal Funds Sold 2,000,000
Overdrafts 17,218
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Total Loans and Advances 2,017,218
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Investment in Harris Trust, NY 8,036,150
Premises and Equipment 122,818
Other Assets 2,721,789
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TOTAL ASSETS $30,592,772
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LIABILITIES
Trust Deposits $ 6,408,362
Other Liabilities 659,021
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TOTAL LIABILITIES 7,067,383
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CAPITAL ACCOUNTS
Capital Stock, Authorized, Issued and
Fully Paid - 10,000 Shares of $100 Each 1,000,000
Surplus 4,222,188
Retained Earnings 18,298,208
Equity - Municipal Gain/Loss 4,993
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TOTAL CAPITAL ACCOUNTS 23,525,389
TOTAL LIABILITIES
AND CAPITAL ACCOUNTS $30,592,772
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I, Mark F. McLaughlin, Vice President, of the above-named bank do hereby
declare that this Report of Condition is true and correct to the best of my
knowledge and belief.
Mark F. McLaughlin
June 30, 1997
We, the undersigned directors, attest to the correctness of this
statement of resources and liabilities. We declared that it has been examined
by us, and to the best of our knowledge and belief has been prepared in
conformance with the instructions and is true and correct.
Sanjiv Tandon
Kevin O. Healey
Steven R. Rothbloom