UNITED STATES
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
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CHECK IF AN APPLICATION TO DETERMINE
ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(b)(2) ______
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UNITED STATES TRUST COMPANY OF NEW YORK
(Exact name of trustee as specified in its charter)
NEW YORK 13-3818954
(Jurisdiction of incorporation (I.R.S. Employer
if not a U.S. national bank) Identification No.)
114 WEST 47TH STREET
NEW YORK, NEW YORK 10036-1532
(Address of principal (Zip Code)
executive offices)
NONE
(Name, address and telephone number of agent for service)
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BURKE INDUSTRIES, INC.
(Exact name of obligor as specified in its charter)
CALIFORNIA 94-3081144
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
2250 SOUTH TENTH STREET
SAN JOSE, CALIFORNIA 95112
(Address of principal executive offices) (Zip Code)
10% SENIOR NOTE DUE 2007
(Title of the Indenture securities)
GENERAL
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.
Federal Reserve Bank of New York (2nd District), New York, New York
(Board of Governors of the Federal Reserve System)
Federal Deposit Insurance Corporation, Washington, D.C.
New York State Banking Department, Albany, New York
(b) Whether it is authorized to exercise corporate trust powers.
The trustee is authorized to exercise corporate trust powers.
2. Affiliations with the Obligor
If the Obligor is an affiliate of the trustee, describe each such
affiliation.
None
3, 4, 5, 6, 7, 8, 9, 10, 11, 12, 13, 14 and 15:
The obligor is currently not in default under any of its outstanding
securities for which United States Trusts Company of New York is
Trustee. Accordingly, responses to Items, 3, 4, 5, 6, 7, 8, 9, 10,
11, 12, 13, 14 and 15 of Form T-1 are not required under General
Instruction B.
16. List of Exhibits
T-1.1 - Organization Certificate, as amended, issued by the State of
New York Banking Department to transact business as a Trust
Company, is incorporated by reference to Exhibit T-1.1 to
Form T-1 filed on September 15, 1995 with the Commission
pursuant to the Trust Indenture Act of 1939, as amended by
the Trust Indenture Reform Act of 1990 (Registration
No. 33-97056).
T-1.2 - Included in Exhibit T-1.1.
T.1.3 - Included in Exhibit T-1.1.
T-1.4 - The By-Laws of United States Trust Company of New York, as
amended, is incorporated by reference to Exhibit T-1.4 to
Form T-1 filed on September 15, 1995 with the Commission
pursuant to the Trust Indenture Act of 1939, as amended by
the Trust Indenture Reform Act of 1990 (Registration
No. 33-97056).
T-1.6 - The consent of the trustee required by Section 321(b) of the
Trust Indenture Act of 1939, as amended by the Trust
Indenture Reform Act of 1990.
T-1.7 - A copy of the latest report of condition of the trustee
pursuant to law or the requirements of its supervising or
examining authority.
NOTE
As of August 22, 1997, the trustee had 2,999,020 shares of Common Stock
outstanding, all of which are owned by its parent company, U.S. Trust
Corporation. The term "trustee" in Item 2, refers to each of United States
Trust Company of New York and its parent company, U.S. Trust Corporation.
In answering Item 2 in this statement of eligibility as to matters peculiarly
within the knowledge of the obligor or its directors, the trustee has relied
upon information furnished to it by the obligor and will rely on information to
be furnished by the obligor and the trustee disclaims responsibility for the
accuracy or completeness of such information.
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Pursuant to the requirements of the Trust Indenture Act of 1939, the trustee,
United States Trust Company 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 September 1997.
UNITED STATES TRUST COMPANY
OF NEW YORK, Trustee
By:
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Gerard F. Ganey
Senior Vice President
2
The consent of the trustee required by Section 321(b) of the Act.
United States Trust Company of New York
114 West 47th Street
New York, NY 10036
September 26, 1997
Securities and Exchange Commission
450 5th Street, N.W.
Washington, DC 20549
Gentlemen:
Pursuant to the provisions of Section 321(b) of the Trust Indenture Act of
1939, as amended by the Trust Indenture Reform Act of 1990, and subject to the
limitations set forth therein, United States Trust Company of New York ("U.S.
Trust") hereby consents that reports of examinations of U.S. Trust by Federal,
State, Territorial or District authorities may be furnished by such authorities
to the Securities and Exchange Commission upon request therefor.
Very truly yours,
UNITED STATES TRUST COMPANY OF NEW YORK
By:
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/S/Gerard F. Ganey
Senior Vice President
EXHIBIT T-1.7
UNITED STATES TRUST COMPANY OF NEW YORK
CONSOLIDATED STATEMENT OF CONDITION
JUNE 30, 1997
(IN THOUSANDS)
ASSETS:
Cash and Due from Banks . . . . . . . . . . . . . . . . . . $ 83,529
Short-Term Investments. . . . . . . . . . . . . . . . . . . 259,746
Securities, Available for Sale. . . . . . . . . . . . . . . 924,165
Loans . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,437,342
Less: Allowance for Credit Losses. . . . . . . . . . . . . 13,779
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Net Loans . . . . . . . . . . . . . . . . . . . . . . . . . 1,423,563
Premises and Equipment. . . . . . . . . . . . . . . . . . . 61,515
Other Assets. . . . . . . . . . . . . . . . . . . . . . . . 122,696
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Total Assets. . . . . . . . . . . . . . . . . . . . . . . . $ 2,875,214
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LIABILITIES:
Deposits:
Non-Interest Bearing. . . . . . . . . . . . . . . . . . . . $ 763,075
Interest Bearing. . . . . . . . . . . . . . . . . . . . . . 1,409,017
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Total Deposits. . . . . . . . . . . . . . . . . . . . . . . 2,172,092
Short-Term Credit Facilities. . . . . . . . . . . . . . . . 404,212
Accounts Payable and Accrued Liabilities. . . . . . . . . . 132,213
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Total Liabilities . . . . . . . . . . . . . . . . . . . . . $ 2,708,517
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STOCKHOLDER'S EQUITY:
Common Stock. . . . . . . . . . . . . . . . . . . . . . . . 14,995
Capital Surplus . . . . . . . . . . . . . . . . . . . . . . 49,541
Retained Earnings . . . . . . . . . . . . . . . . . . . . . 100,930
Unrealized Gains (Losses) on Securities Available for
Sale, Net of Taxes. . . . . . . . . . . . . . . . . . . . . 1,231
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Total Stockholder's Equity. . . . . . . . . . . . . . . . . 166,697
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Total Liabilities and Stockholder's Equity. . . . . . . . . $ 2,875,214
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I, Richard E. Brinkman, Senior Vice President & Comptroller of the named bank do
hereby declare that this Statement of Condition has been prepared in conformance
with the instructions issued by the appropriate regulatory authority and is true
to the best of my knowledge and belief.
Richard E. Brinkman, SVP & Controller
August 7, 1997