SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM T-1
STATEMENT OF ELIGIBILITY
UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED, OF A
CORPORATION DESIGNATED TO ACT AS TRUSTEE
CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305 (B) (2)
IBJ SCHRODER BANK & TRUST COMPANY
(EXACT NAME OF TRUSTEE AS SPECIFIED IN ITS CHARTER)
New York 13-5375195
(State of Incorporation (I.R.S. Employer
if not a U.S. national bank) Identification No.)
One State Street, New York, New York 10004
(Address of principal executive offices) (Zip code)
Barbara McCluskey, Vice President
IBJ Schroder Bank & Trust Company
One State Street
New York, New York 10004
(212) 858-2000
(Name, Address and Telephone Number of Agent for Service)
CALENERGY COMPANY, INC.
(Exact name of obligor as specified in its charter)
Delaware 94-2213782
(State or jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
302 South 36th Street, Suite 400
Omaha, Nebraska 68131
(Address of principal executive office) (Zip code)
SENIOR DEBT SECURITIES
(Title of Indenture Securities)
1
Item 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.
New York State Banking Department
Two Rector Street
New York, New York
Federal Deposit Insurance Corporation
Washington, D.C.
Federal Reserve Bank of New York Second District
33 Liberty Street
New York, New York
(b) Whether it is authorized to exercise corporate
trust powers.
Yes
Item 2. Affiliations with the Obligor.
If the obligor is an affiliate of the trustee, describe each
such affiliation.
The obligor is not an affiliate of the trustee.
Item 3. Voting securities of the Trustee.
Furnish the following information as to each class of voting
securities of the trustee:
As of September 16, 1997
Col. A Col. B
Title of class Amount Outstanding
Not Applicable
2
Item 4. Trusteeships under other indentures.
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
Not Applicable
(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.
Item 5. Interlocking directorates and similar relationships with the
obligor or underwriters.
If the trustee or any of the directors or executive officers
of the trustee is a director, officer, partner, employee,
appointee, or representative of the obligor or of any
underwriter for the obligor, identify each such person
having any such connection and state the nature of each such
connection.
Not Applicable
Item 6. Voting securities of the trustee owned by the obligor or
its officials.
Furnish the following information as to the voting
securities of the trustee owned beneficially by the obligor
and each director, partner, and executive officer of the
obligor:
As of September 16, 1997
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned Percent of voting
beneficially securities represented by
amount given in Col. C
Not Applicable
Item 7. Voting securities of the trustee owned by underwriters or
their officials.
3
Furnish the following information as to the voting
securities of the trustee owned beneficially by each
underwriter for the obligor and each director, partner and
executive officer of each such underwriter:
As of September 16, 1997
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned Percent of voting
beneficially securities represented by
amount given in Col. C
Not Applicable
Item 8. Securities of the obligor owned or held by the trustee
Furnish the following information as to securities of the
obligor owned beneficially or held as collateral security
for obligations in default by the trustee:
As of September 16, 1997
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned Percent of voting
beneficially or held as securities represented
collateral security for by amount given
obligations in default in Col. C
Not Applicable
4
Item 9. Securities of underwriters owned or held by the trustee.
If the trustee owns beneficially or holds as collateral
security for obligations in default any securities of an
underwriter for the obligor, furnish the following
information as to each class of securities of such
underwriter any of which are so owned or held by the
trustee:
As of September 16, 1997
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned Percent of voting
beneficially or held as securities represented
collateral security for by amount given
obligations in default in Col. C
Not Applicable
Item 10. Ownership or holdings by the trustee of voting
securities of certain affiliates or Securityholders of the
obligor.
If the trustee owns beneficially or holds as collateral
security for obligations in default voting securities of a
person who, to the knowledge of the trustee (1) owns 10
percent or more of the voting securities of the obligor or
(2) is an affiliate, other than a subsidiary, of the
obligor, furnish the following information as to the voting
securities of such person:
As of September 16, 1997
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned Percent of voting
beneficially or held as securities represented
collateral security for by amount given
obligations in default in Col. C
Not Applicable
Item 11. Ownership or holdings by the trustee of any securities of
a person owning 50 percent or more of the voting securities
of the obligor.
5
If the trustee owns beneficially or holds as collateral
security for obligations in default any securities of a
person who, to the knowledge of the trustee, owns 50 percent
or more of the voting securities of the obligor, furnish the
following information as to each class of securities of such
any of which are so owned or held by the trustee:
As of September 16, 1997
Col. A Col. B Col. C
Nature of Indebtedness Amount Outstanding Date Due
Not Applicable
Item 12. Indebtedness of the Obligor to the Trustee.
Except as noted in the instructions, if the obligor is
indebted to the trustee, furnish the following information:
As of September 16, 1997
Col A Col. B Col. C Col. D
Name of Owner Title of class Amount owned Percent of voting
beneficially or held as securities represented
collateral security for by amount given
obligations in default in Col. C
Not Applicable
Item 13. Defaults by the Obligor.
(a) State whether there is or has been a default with
respect to the securities under this indenture.
Explain the nature of any such default.
Not Applicable
(b) 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, or is
trustee for more than one outstanding series of
securities under the indenture, state whether there
has been a default under any such indenture or
series, identify the indenture or series affected,
and explain the nature of any such default.
6
Not Applicable
Item 14. Affiliations with the Underwriters
If any underwriter is an affiliate of the trustee, describe
each such affiliation.
Not Applicable
Item 15. Foreign Trustees.
Identify the order or rule pursuant to which the foreign
trustee is authorized to act as sole trustee under
indentures qualified or to be qualified under the Act.
Not Applicable
Item 16. List of Exhibits.
List below all exhibits filed as part of this statement of
eligibility.
*1. A copy of the Charter of IBJ Schroder Bank & Trust
Company as amended to date. (See Exhibit 1A to Form
T-1, Securities and Exchange Commission File No.
22-18460).
*2. A copy of the Certificate of Authority of the Trustee
to Commence Business (Included in Exhibit I above).
*3. A copy of the Authorization of the Trustee, as
amended to date (See Exhibit 4 to Form T-1,
Securities and Exchange Commission File No.
22-19146).
*4. A copy of the existing By-Laws of the Trustee, as
amended to date (See Exhibit 4 to Form T-1,
Securities and Exchange Commission File No.
22-19146).
7
5. A copy of each Indenture referred to in Item 4, if
the Obligor is in default. Not Applicable.
6. The consent of the United States institutional
trustee required by Section 321(b) of the Act.
7. A copy of the latest report of condition of the
trustee published pursuant to law or the requirements
of its supervising or examining authority.
* The Exhibits thus designated are incorporated herein by reference as
exhibits hereto. Following the description of such Exhibits is a
reference to the copy of the Exhibit heretofore filed with the
Securities and Exchange Commission, to which there have been no
amendments or changes.
NOTE
In answering any item in this Statement of Eligibility which relates
to matters peculiarly within the knowledge of the obligor and its
directors or officers, the trustee has relied upon information
furnished to it by the obligor.
Inasmuch as this Form T-1 is filed prior to the ascertainment by the
trustee of all facts on which to base responsive answers to Item 2,
the answer to said Item are based on incomplete information.
Item 2, may, however, be considered as correct unless amended by an
amendment to this Form T-1.
Pursuant to General Instruction B, the trustee has responded to Items
1, 2 and 16 of this form since to the best knowledge of the trustee
as indicated in Item 13, the obligor is not in default under any
indenture under which the applicant is trustee.
8
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of
1939, as amended, the trustee, IBJ Schroder Bank & Trust
Company, a corporation organized and existing under the laws
of the State of New York, has duly caused this statement of
eligibility and qualification 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 16th day of
September, 1997.
IBJ SCHRODER BANK & TRUST COMPANY
By: /s/ Barbar McCluskey
-----------------------------------
Barbara McCluskey
Vice President
9
EXHIBIT 6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust
Indenture Act of 1939, as amended, in connection with the
proposed issue of Calenergy Company Inc. Senior Debt
Securities, we hereby consent that reports of examinations
by Federal, State, Territorial, or District authorities may
be furnished by such authorities to the Securities and
Exchange Commission upon request therefor.
IBJ SCHRODER BANK & TRUST COMPANY
By: /s/ Barbara McCluskey
------------------------------------
Barbara McCluskey
Vice President
Dated: September 16, 1997
10
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of
1939, as amended, the trustee, IBJ Schroder Bank & Trust
Company, a corporation organized and existing under the laws
of the State of New York, has duly caused this statement of
eligibility and qualification 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 16th day of
September, 1997.
IBJ SCHRODER BANK & TRUST COMPANY
By: /s/Barbara McCluskey
---------------------------------
Barbara McCluskey
Vice President
11
EXHIBIT 6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust
Indenture Act of 1939, as amended, in connection with the
proposed issue of Calenergy Company Inc. Senior Debt
Securities, we hereby consent that reports of examinations
by Federal, State, Territorial, or District authorities may
be furnished by such authorities to the Securities and
Exchange Commission upon request therefor.
IBJ SCHRODER BANK & TRUST COMPANY
By: /s/Barbara McCluskey
---------------------------------
Barbara McCluskey
Vice President
Dated: September 16, 1997
12
EXHIBIT 7
CONSOLIDATED REPORT OF CONDITION OF
IBJ SCHRODER BANK & TRUST COMPANY
OF NEW YORK, NEW YORK
AND FOREIGN AND DOMESTIC SUBSIDIARIES
REPORT AS OF JUNE 30, 1997
DOLLAR AMOUNTS
IN THOUSANDS
ASSETS
Cash and balance due from depository institutions:
Noninterest-bearing balances and currency and coin .........................................................$ 41,319
Interest-bearing balances.....................................................................................$ 314,579
Securities: Held-to-maturity securities........................................................................$ 180,111
Available-for-sale securities......................................................................$ 47,600
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
IBFs:
Federal Funds sold and Securities purchased under agreements to resell........................................$ 694,859
Loans and lease financing receivables:
Loans and leases, net of unearned income....................................................$ 1,955,686
LESS: Allowance for loan and lease losses...................................................$ 62,876
LESS: Allocated transfer risk reserve.......................................................$ -0-
Loans and leases, net of unearned income, allowance, and reserve..............................................$ 1,892,810
Trading assets held in trading accounts...........................................................................$ 603
Premises and fixed assets (including capitalized leases)..........................................................$ 3,709
Other real estate owned...........................................................................................$ 202
Investments in unconsolidated subsidiaries and associated companies...............................................$ -0-
Customers' liability to this bank on acceptances outstanding......................................................$ 81
Intangible assets.................................................................................................$ -0-
Other assets......................................................................................................$ 67,092
TOTAL ASSETS......................................................................................................$ 3,242,965
LIABILITIES
Deposits:
In domestic offices...........................................................................................$ 1,694,675
Noninterest-bearing ....................................................................$ 263,641
Interest-bearing .......................................................................$ 1,431,034
In foreign offices, Edge and Agreement subsidiaries, and IBFs.................................................$ 1,121,075
Noninterest-bearing ....................................................................$ 17,535
Interest-bearing ...................................................................... $ 1,103,540
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 and Securities sold under agreements to repurchase....................................$ 25,000
Demand notes issued to the U.S. Treasury..........................................................................$ 60,000
Trading Liabilities...............................................................................................$ 140
Other borrowed money:
a) With a remaining maturity of one year or less..............................................................$ 38,369
b) With a remaining maturity of more than one year............................................................$ 1,763
c) With a remaining maturity of more than three years.........................................................$ 2,242
Bank's liability on acceptances executed and outstanding..........................................................$ 81
Subordinated notes and debentures.................................................................................$ -0-
Other liabilities.................................................................................................$ 69,908
TOTAL LIABILITIES.................................................................................................$ 3,013,253
Limited-life preferred stock and related surplus..................................................................$ -0-
EQUITY CAPITAL
Perpetual preferred stock and related surplus.....................................................................$ -0-
Common stock......................................................................................................$ 29,649
Surplus (exclude all surplus related to preferred stock)..........................................................$ 217,008
Undivided profits and capital reserves............................................................................$ (17,000)
Net unrealized gains (losses) on available-for-sale securities....................................................$ 55
Cumulative foreign currency translation adjustments...............................................................$ -0-
TOTAL EQUITY CAPITAL..............................................................................................$ 229,712
TOTAL LIABILITIES AND EQUITY CAPITAL..............................................................................$ 3,242,965