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EXHIBIT 25.1
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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) |__|
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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.)
One Wall Street, New York, N.Y. 10286
(Address of principal executive offices) (Zip code)
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BEVERLY ENTERPRISES, INC.
(Exact name of obligor as specified in its charter)
Delaware 62-16191861
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
AEGIS THERAPIES, INC. (F/K/A BEVERLY REHABILITATION, INC.)
(Exact name of obligor as specified in its charter)
Delaware 71-0811574
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
AGI-CAMELOT, INC.
(Exact name of obligor as specified in its charter)
Missouri 43-1253376
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
2
ARBORLAND MANAGEMENT COMPANY, INC.
(Exact name of obligor as specified in its charter)
South Carolina 58-2340689
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
ASSOCIATED PHYSICAL THERAPY PRACTITIONERS, INC.
(Exact name of obligor as specified in its charter)
Pennsylvania 23-2638708
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ASSISTED LIVING, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0777901
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY - BELLA VISTA HOLDING, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0797481
(State or other jurisdiction of I.R.S. employer
incorporation or organization) identification no.)
BEVERLY - BRANSON HOLDINGS, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0817008
(State or other jurisdiction of I.R.S. employer
incorporation or organization) identification no.)
BEVERLY - INDIANAPOLIS, LLC
(Exact name of obligor as specified in its charter)
Indiana 71-0824184
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY - MISSOURI VALLEY HOLDING, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0797485
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY - PLANT CITY HOLDINGS, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0817010
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY - RAPID CITY HOLDING, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0797483
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY - TAMARAC HOLDINGS, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0817009
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY - TAMPA HOLDINGS, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0817007
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY CLINICAL
(Exact name of obligor as specified in its charter)
Delaware 71-0796035
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES INTERNATIONAL LIMITED
(Exact name of obligor as specified in its charter)
California 95-3982125
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - ALABAMA, INC.
(Exact name of obligor as specified in its charter)
California 95-3742145
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - ARIZONA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750871
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - ARKANSAS, INC.
(Exact name of obligor as specified in its charter)
California 95-3751272
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - CALIFORNIA, INC.
(Exact name of obligor as specified in its charter)
California 95-2499218
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - COLORADO, INC.
(Exact name of obligor as specified in its charter)
California 95-3750882
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES - CONNECTICUT, INC.
(Exact name of obligor as specified in its charter)
California 95-3849642
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - DELAWARE, INC.
(Exact name of obligor as specified in its charter)
California 95-3849628
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - DISTRIBUTION SERVICES, INC.
(Exact name of obligor as specified in its charter)
California 95-4081567
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - DISTRICT OF COLUMBIA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750889
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - FLORIDA, INC.
(Exact name of obligor as specified in its charter)
California 95-3742251
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - GARDEN TERRACE, INC.
(Exact name of obligor as specified in its charter)
California 95-3849648
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES - GEORGIA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750880
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - HAWAII, INC.
(Exact name of obligor as specified in its charter)
California 95-3750890
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - IDAHO, INC.
(Exact name of obligor as specified in its charter)
California 95-3750886
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - ILLINOIS, INC.
(Exact name of obligor as specified in its charter)
California 95-3750883
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - INDIANA, INC.
(Exact name of obligor as specified in its charter)
California 95-3744258
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - IOWA, INC.
(Exact name of obligor as specified in its charter)
California 95-3751271
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES - KANSAS, INC.
(Exact name of obligor as specified in its charter)
California 95-3751269
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - KENTUCKY, INC.
(Exact name of obligor as specified in its charter)
California 95-3750894
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - LOUISANA, INC.
(Exact name of obligor as specified in its charter)
California 95-3849633
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - MAINE, INC.
(Exact name of obligor as specified in its charter)
California 95-3849627
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - MARYLAND, INC.
(Exact name of obligor as specified in its charter)
California 95-3750892
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - MASSACHUSETTS, INC.
(Exact name of obligor as specified in its charter)
California 95-3750893
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES - MICHIGAN, INC.
(Exact name of obligor as specified in its charter)
California 95-3898661
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - MINNESOTA, INC.
(Exact name of obligor as specified in its charter)
California 95-3742698
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - MISSISSIPPI, INC.
(Exact name of obligor as specified in its charter)
California 95-3742144
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - MISSOURI, INC.
(Exact name of obligor as specified in its charter)
California 95-3750895
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - MONTANA, INC.
(Exact name of obligor as specified in its charter)
California 95-3849636
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - NEBRASKA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750873
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES - NEVADA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750896
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - NEW HAMPSHIRE, INC.
(Exact name of obligor as specified in its charter)
California 95-3849630
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - NEW JERSEY, INC.
(Exact name of obligor as specified in its charter)
California 95-3750884
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - NEW MEXICO, INC.
(Exact name of obligor as specified in its charter)
California 95-3750869
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - NORTH CAROLINA, INC.
(Exact name of obligor as specified in its charter)
California 95-3742257
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - NORTH DAKOTA, INC.
(Exact name of obligor as specified in its charter)
California 95-3751270
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES - OHIO, INC.
(Exact name of obligor as specified in its charter)
California 95-3750867
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - OKLAHOMA, INC.
(Exact name of obligor as specified in its charter)
California 95-3849624
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - OREGON, INC.
(Exact name of obligor as specified in its charter)
California 95-3750881
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - PENNSYLVANIA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750870
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - RHODE ISLAND, INC.
(Exact name of obligor as specified in its charter)
California 95-3849621
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - SOUTH CAROLINA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750866
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES - TENNESSEE, INC.
(Exact name of obligor as specified in its charter)
California 95-3742261
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - TEXAS, INC.
(Exact name of obligor as specified in its charter)
California 95-3744256
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - UTAH, INC.
(Exact name of obligor as specified in its charter)
California 95-3751089
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - VERMONT, INC.
(Exact name of obligor as specified in its charter)
California 95-3750885
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - VIRGINIA, INC.
(Exact name of obligor as specified in its charter)
California 95-3742694
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - WASHINGTON, INC.
(Exact name of obligor as specified in its charter)
California 95-3750868
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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BEVERLY ENTERPRISES - WEST VIRGINIA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750888
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - WISCONSIN, INC.
(Exact name of obligor as specified in its charter)
California 95-3742696
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY ENTERPRISES - WYOMING, INC.
(Exact name of obligor as specified in its charter)
California 95-3849638
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY HEALTH AND REHABILITATION SERVICES, INC.
(Exact name of obligor as specified in its charter)
California 95-2301514
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY HEALTHCARE, LLC
(Exact name of obligor as specified in its charter)
Indiana 71-0817438
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY HEALTHCARE ACQUISITION, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0812407
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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13
BEVERLY HEALTHCARE - CALIFORNIA, INC.
(Exact name of obligor as specified in its charter)
California 95-3750879
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY HOLDINGS I, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0768985
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY INDEMNITY, LTD.
(Exact name of obligor as specified in its charter)
Vermont 71-0712927
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY MANOR INC. OF HAWAII
(Exact name of obligor as specified in its charter)
California 99-0144750
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY REAL ESTATE HOLDINGS, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0768984
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
BEVERLY SAVANA CAY MANOR, INC.
(Exact name of obligor as specified in its charter)
California 95-4217381
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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CARROLLTON PHYSICAL THERAPY CLINIC, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2102832
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
COMMERCIAL MANAGEMENT, INC.
(Exact name of obligor as specified in its charter)
Iowa 42-0891358
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) Identification no.)
COMMUNITY CARE, INC.
(Exact name of obligor as specified in its charter)
North Carolina 56-1487367
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
COMPASSION AND PERSONAL CARE SERVICES, INC.
(Exact name of obligor as specified in its charter)
North Carolina 56-1904822
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
EASTERN HOME HEALTH SUPPLY & EQUIPMENT CO., INC.
(Exact name of obligor as specified in its charter)
North Carolina 56-1581980
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
GREENVILLE REHABILITATION SERVICES, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2059145
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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15
HALLMARK CONVALESCENT HOMES, INC.
(Exact name of obligor as specified in its charter)
Michigan 41-1413478
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
HOMECARE PREFERRED CHOICE, INC.
(Exact name of obligor as specified in its charter)
Delaware 62-1702864
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
HOME HEALTH AND REHABILITATION SERVICES, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2012280
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
HOSPICE OF EASTERN CAROLINA, INC.
(Exact name of obligor as specified in its charter)
North Carolina 56-1951841
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
HOSPICE PREFERRED CHOICE, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0761314
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
HTHC HOLDINGS, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0807323
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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LAS COLINAS PHYSICAL THERAPY CENTER, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2402177
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
LIBERTY NURSING HOMES, INCORPORATED
(Exact name of obligor as specified in its charter)
Virginia 54-0784334
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MATRIX OCCUPATIONAL HEALTH, INC.
(Exact name of obligor as specified in its charter)
Delaware 58-2380955
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MATRIX REHABILITATION, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0783147
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MATRIX REHABILITATION - DELAWARE, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0842504
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MATRIX REHABILITATION - GEORGIA, INC.
(Exact name of obligor as specified in its charter)
Delaware 58-2554073
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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MATRIX REHABILITATION - MARYLAND, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0842503
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MATRIX REHABILITATION - OHIO, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0842505
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MATRIX REHABILITATION - SOUTH CAROLINA, INC.
(Exact name of obligor as specified in its charter)
Delaware 73-1575603
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MATRIX REHABILITATION - TEXAS, INC.
(Exact name of obligor as specified in its charter)
Delaware 73-1589542
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MATRIX REHABILITATION - WASHINGTON, INC.
(Exact name of obligor as specified in its charter)
Delaware 58-2554074
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
MEDICAL ARTS HEALTH FACILITY OF LAWRENCEVILLE, INC.
(Exact name of obligor as specified in its charter)
Georgia 58-1329700
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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18
MODERNCARE OF LUMBERTON, INC.
(Exact name of obligor as specified in its charter)
North Carolina 56-1217025
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
NEBRASKA CITY S-C-H, INC.
(Exact name of obligor as specified in its charter)
Nebraska 41-1413481
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
NETWORK FOR PHYSICAL THERAPY, INC.
(Exact name of obligor as specified in its charter)
Texas 74-2453469
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
NORTH DALLAS PHYSICAL THERAPY ASSOCIATES, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2075331
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
NURSING HOME OPERATORS, INC.
(Exact name of obligor as specified in its charter)
Ohio 34-0949279
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
PETERSEN HEALTH CARE, INC.
(Exact name of obligor as specified in its charter)
Florida 59-2043392
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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19
PT NET, INC.
(Exact name of obligor as specified in its charter)
Tennessee 62-1575533
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
PT NET (COLORADO), INC.
(Exact name of obligor as specified in its charter)
Colorado 84-1277912
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
REHABILITATION ASSOCIATES OF LAFAYETTE, INC.
(Exact name of obligor as specified in its charter)
Louisana 72-1118473
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
SOUTH ALABAMA NURSING HOME, INC.
(Exact name of obligor as specified in its charter)
Alabama 95-3809397
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
SOUTH DAKOTA - BEVERLY ENTERPRISES, INC.
(Exact name of obligor as specified in its charter)
California 95-3750887
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
SPECTRA HEALTHCARE ALLIANCE, INC.
(Exact name of obligor as specified in its charter)
Delaware 71-0759298
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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TAR HEEL INFUSION COMPANY, INC.
(Exact name of obligor as specified in its charter)
North Carolina 56-1767308
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
THE PARKS PHYSICAL THERAPY AND WORK HARDENING CENTER, INC.
(Exact name of obligor as specified in its charter)
Texas 75-2452926
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
THERAPHYSICS CORP.
(Exact name of obligor as specified in its charter)
Delaware 13-3643705
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
THERAPHYSICS OF NEW YORK IPA, INC.
(Exact name of obligor as specified in its charter)
New York 71-0817011
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
THERAPHYSICS PARTNERS OF COLORADO, INC.
(Exact name of obligor as specified in its charter)
Delaware 51-0372115
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
THERAPHYSICS PARTNERS OF TEXAS, INC.
(Exact name of obligor as specified in its charter)
Delaware 62-1659976
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
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THERAPHYSICS PARTNERS OF WESTERN PENNSYLVANIA
(Exact name of obligor as specified in its charter)
Delaware 23-2901884
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
TMD DISPOSITION COMPANY
(Exact name of obligor as specified in its charter)
Delaware 59-3151568
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
VANTAGE HEALTHCARE CORPORATION
(Exact name of obligor as specified in its charter)
Delaware 35-1572998
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification no.)
1400 Corporate Center Way
Wellington, Florida 33414
(Address of principal executive offices) (Zip code)
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9-5/8% Senior Notes due April 15, 2009
(Title of the indenture securities)
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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.
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Name Address
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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 17 C.F.R.
229.10(D).
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.)
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.
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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 8th day of June, 2001.
THE BANK OF NEW YORK
By: /s/ THOMAS E. TABOR
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Name: THOMAS E. TABOR
Title: ASSISTANT VICE PRESIDENT
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EXHIBIT 7 TO T-1
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Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,
a member of the Federal Reserve System, at the close of business December 31,
2000, 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.. $ 3,083,720
Interest-bearing balances........................... 4,949,333
Securities:
Held-to-maturity securities......................... 740,315
Available-for-sale securities....................... 5,328,981
Federal funds sold and Securities purchased under
agreements to resell................................ 5,695,708
Loans and lease financing receivables:
Loans and leases, net of unearned
income...............36,590,456
LESS: Allowance for loan and
lease losses............598,536
LESS: Allocated transfer risk
reserve..................12,575
Loans and leases, net of unearned income,
allowance, and reserve............................ 35,979,345
Trading Assets......................................... 11,912,448
Premises and fixed assets (including capitalized
leases)............................................. 763,241
Other real estate owned................................ 2,925
Investments in unconsolidated subsidiaries and
associated companies................................ 183,836
Customers' liability to this bank on acceptances
outstanding......................................... 424,303
Intangible assets...................................... 1,378,477
Other assets........................................... 3,823,797
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Total assets........................................... $74,266,429
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LIABILITIES
Deposits:
In domestic offices................................. $28,328,548
Noninterest-bearing.......................12,637,384
Interest-bearing..........................15,691,164
In foreign offices, Edge and Agreement
subsidiaries, and IBFs............................ 27,920,690
Noninterest-bearing..........................470,130
Interest-bearing..........................27,450,560
Federal funds purchased and Securities sold under
agreements to repurchase............................ 1,437,916
Demand notes issued to the U.S. Treasury............... 100,000
Trading liabilities.................................... 2,049,818
Other borrowed money:
With remaining maturity of one year or less......... 1,279,125
With remaining maturity of more than one year
through three years............................... 0
With remaining maturity of more than three years.... 31,080
Bank's liability on acceptances executed and
outstanding......................................... 427,110
Subordinated notes and debentures...................... 1,646,000
Other liabilities...................................... 4,604,478
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Total liabilities...................................... $67,824,765
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EQUITY CAPITAL
Common stock........................................... 1,135,285
Surplus................................................ 1,008,775
Undivided profits and capital reserves................. 4,308,492
Net unrealized holding gains (losses) on
available-for-sale securities....................... 27,768
Accumulated net gains (losses) on cash flow hedges 0
Cumulative foreign currency translation adjustments....
(38,656)
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Total equity capital................................... 6,441,664
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Total liabilities and equity capital................... $74,266,429
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I, Thomas J. Mastro, 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.
Thomas J. Mastro
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 is true and
correct.
Thomas A. Renyi |
Alan R. Griffith | Directors
Gerald L. Hassell |
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