===============================================================================
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)
The Fonda Group, Inc.
(Exact name of obligor as specified in its charter)
Delaware 13-3220732
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
21 Lower Newton Street
St. Albans, Vermont 05478
(Address of principal executive offices) (Zip code)
---------------
9 1/2% Series B Senior Subordinated Notes due 2007
(Title of the 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.
---------------------------------------------------------------------------
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 10005
(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.
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 -
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.
- 3 -
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 31st day of March, 1997.
THE BANK OF NEW YORK
By: /s/ Paul J. Schmalzel
-----------------------------
Name: Paul J. Schmalzel
Title: Assistant Treasurer
- -------------------------------------------------------------------------------
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 September 30,
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 ........... $ 4,404,522
Interest-bearing balances .................................... 732,833
Securities:
Held-to-maturity securities .................................. 789,964
Available-for-sale securities ................................ 2,005,509
Federal funds sold in domestic offices of the bank:
Federal funds sold ............................................. 3,364,838
Loans and lease financing receivables:
Loans and leases, net of unearned income ..................... 28,728,602
LESS: Allowance for loan and lease losses .................... 584,525
LESS: Allocated transfer risk reserve ........................ 429
Loans and leases, net of unearned
income, allowance, and reserve ............................. 28,143,648
Assets held in trading accounts ................................ 1,004,242
Premises and fixed assets (including capitalized leases) ....... 605,668
Other real estate owned ........................................ 41,238
Investments in unconsolidated
subsidiaries and associated companies ........................ 205,031
Customers' liability to this bank on acceptances outstanding ... 949,154
Intangible assets .............................................. 490,524
Other assets ................................................... 1,305,839
-----------
Total assets ................................................... $44,043,010
===========
LIABILITIES
Deposits:
In domestic offices .................................. $20,441,318
Noninterest-bearing .................................. 8,158,472
Interest-bearing ..................................... 12,282,846
In foreign offices, Edge and
Agreement subsidiaries, and IBFs ..................... 11,710,903
Noninterest-bearing .................................. 46,182
Interest-bearing ..................................... 11,664,721
Federal funds purchased in domestic offices of the bank:
Federal funds purchased .............................. 1,565,288
Demand notes issued to the U.S. Treasury ............... 293,186
Trading liabilities .................................... 826,856
Other borrowed money:
With original maturity of one year or less ........... 2,103,443
With original maturity of more than one year ......... 20,766
Bank's liability on acceptances executed and outstanding 951,116
Subordinated notes and debentures ...................... 1,020,400
Other liabilities ...................................... 1,522,884
-----------
Total liabilities ...................................... 40,456,160
-----------
EQUITY CAPITAL
Common stock ........................................... 942,284
Surplus ................................................ 525,666
Undivided profits and capital
reserves ............................................. 2,129,376
Net unrealized holding gains
(losses) on available-for-sale
securities ........................................... (2,073)
Cumulative foreign currency transla-
tion adjustments ..................................... (8,403)
-----------
Total equity capital ................................... 3,586,850
-----------
Total liabilities and equity
capital .............................................. $44,043,010
===========
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
- 2 -
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. Renyi | Directors
Alan R. Griffith |
--
- 3 -