Exhibit 25.1
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
-------------------------
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)(2) ________
----------------------------------------
J. P. MORGAN TRUST COMPANY, NATIONAL
ASSOCIATION (Exact name of trustee as
specified in its charter)
95-4655078
(State of incorporation (I.R.S. employer
if not a national bank) identification No.)
101 California Street, Floor 38
San Francisco, California 94111
(Address of principal executive offices) (Zip Code)
William H. McDavid
General Counsel
270 Park Avenue
New York, New York 10017
Tel: (212) 270-2611
(Name, address and telephone number of agent for service)
--------------------------------------------
EXELON CORPORATION
(Exact name of obligor as specified in its charter)
PENNSYLVANIA 23-2990190
(State or other jurisdiction of (I.R.S. employer
incorporation or organization) identification No.)
10 South Dearborn Street - 37th Floor
P.O. Box 805379
Chicago, IL 60680-5379
(Address of principal executive offices) (Zip Code)
% UNSECURED SENIOR DEBT SECURITIES DUE
(Title of the indenture securities)
----------------------------------------------------------------
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.
Comptroller of the Currency, Washington, D.C. Board of Governors of
the Federal Reserve System, Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
Item 2. Affiliations with Obligor.
If the Obligor is an affiliate of the trustee, describe each such
affiliation.
None.
No responses are included for Items 3 through 15 of this form T-1 because the
Obligor is not in default as provided under Item 13.
Item 16. List of Exhibits.
List below all exhibits filed as part of this statement of eligibility.
Exhibit 1. Articles of Association of the Trustee as Now in Effect (see
Exhibit 1 to Form T-1 filed in connection with Form 8K of
the Southern California Water Company filing, dated December
7, 2001, which is incorporated by reference).
Exhibit 2. Certificate of Authority of the Trustee to Commence Business
(see Exhibit 2 to Form T-1 filed in connection with
Registration Statement No. 333-41329, which is incorporated
by reference).
Exhibit 3. Authorization of the Trustee to Exercise Corporate Trust
Powers (contained in Exhibit 2).
Exhibit 4. Existing By-Laws of the Trustee (see Exhibit 4 to Form T-1
filed in connection with Form 8K of the Southern California
Water Company filing, dated December 7, 2001, which is
incorporated by reference).
Exhibit 5. Not Applicable
Exhibit 6. The consent of the Trustee required by Section 321 (b) of
the Act (see Exhibit 6 to Form T-1 filed in connection with
Registration Statement No. 333-41329, which is incorporated
by reference).
Exhibit 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.
Exhibit 8. Not Applicable
Exhibit 9. Not Applicable
2
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the
Trustee, J. P. Morgan Trust Company, National Association, 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 Cleveland, and State
of Ohio, on the 5th day of September, 2003.
J. P. Morgan Trust Company, National
Association
By /s/ :Lisa J. Garrett
-------------------------------
Lisa J. Garrett
Vice President
3
Exhibit 7. Report of Condition of the Trustee.
- --------------------------------------------------------------------------------
Consolidated Report of Condition of J.P. Morgan Trust Company, N.A.,
--------------------------------
(formerly Chase Manhattan Bank and Trust Company, N.A.)
- ------------------------------------------------------
(Legal Title)
Located at 1800 Century Park East, Ste. 400 Los Angeles, CA 90067
---------------------------------------------------------------------
(Street) (City) (State) (Zip)
as of close of business on June 30, 2003
-----------------------------------
================================================================================
================================================================================
ASSETS DOLLAR AMOUNTS IN THOUSANDS
J. P. Morgan Trust Company, National Association
Statement of Condition
June 30, 2003
($000)
------
Assets
Cash and Due From Banks $ 30,669
Securities 106,073
Loans and Leases 41,488
Premises and Fixed Assets 9,168
Intangible Assets 162,542
Other Assets 17,245
-------------------
Total Assets $ 367,185
===================
4
Liabilities
Deposits $ 97,653
Other Liabilities 47,491
-------------------
Total Liabilities 145,144
Equity Capital
Common Stock 600
Surplus 181,587
Retained Earnings 39,854
-------------------
Total Equity Capital 222,041
-------------------
Total Liabilities and Equity Capital $ 367,185
===================
5