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
FIRST TRUST NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)
United States 41-0257700
(State of Incorporation) (I.R.S. Employer
Identification No.)
First Trust Center
180 East Fifth Street
St. Paul, Minnesota 55101
(Address of Principal Executive Offices) (Zip Code)
GEOLOGISTICS CORPORATION
FORMERLY KNOWN AS
INTERNATIONAL LOGISTICS LIMITED
AND OTHE REGISTRANTS*
(Exact name of Registrant as specified in its charter)
Delaware 22-3438013
(State of Incorporation) (I.R.S. Employer
Identification No.)
13952 Denver West Parkway
Golden, Colorado 80401
(Address of Principal Executive Offices) (Zip Code)
9 3/4% SENIOR NOTES DUE 2007
(Title of the Indenture Securities)
*OTHER REGISTRANTS
THE BEKINS COMPANY
(Exact name of Registrant as specified in its charter)
Delaware 95-4106021
(State of Incorporation) (I.R.S. Employer
Identification No.)
330 South Mannheim Road
Hillside, Illinois 60162
(Address of Principal Executive Offices) (Zip Code)
BEKINS VAN LINES, CO.
(Exact name of Registrant as specified in its charter)
Nebraska 36-2193916
(State of Incorporation) (I.R.S. Employer
Identification No.)
330 South Mannheim Road
Hillside, Illinois 60162
(Address of Principal Executive Offices) (Zip Code)
LEP PROFIT INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
Delaware 95-2920613
(State of Incorporation) (I.R.S. Employer
Identification No.)
1950 Spectrum Circle
Marietta, Georgia 30067
(Address of Principal Executive Offices) (Zip Code)
LEP FAIRS, INC.
(Exact name of Registrant as specified in its charter)
Georgia 58-1666904
(State of Incorporation) (I.R.S. Employer
Identification No.)
1950 Spectrum Circle
Marietta, Georgia 30067
(Address of Principal Executive Offices) (Zip Code)
AIR FREIGHT CONSOLIDATORS INTERNATIONAL, INC.
(Exact name of Registrant as specified in its charter)
New York 11-2826590
(State of Incorporation) (I.R.S. Employer
Identification No.)
1950 Spectrum Circle
Marietta, Georgia 30067
(Address of Principal Executive Offices) (Zip Code)
MATRIX INTERNATIONAL LOGISTICS, INC.
(Exact name of Registrant as specified in its charter)
Delaware 54-1378078
(State of Incorporation) (I.R.S. Employer
Identification No.)
200 Connecticut Avenue
Norwalk, Connecticut 06859
(Address of Principal Executive Offices) (Zip Code)
BAY AREA MATRIX, INC.
(Exact name of Registrant as specified in its charter)
Delaware 54-1521288
(State of Incorporation) (I.R.S. Employer
Identification No.)
200 Connecticut Avenue
Norwalk, Connecticut 06859
(Address of Principal Executive Offices) (Zip Code)
L.A. MATRIX, INC.
(Exact name of Registrant as specified in its charter)
Delaware 52-1744031
(State of Incorporation) (I.R.S. Employer
Identification No.)
200 Connecticut Avenue
Norwalk, Connecticut 06859
(Address of Principal Executive Offices) (Zip Code)
SOUTHWEST MATRIX, INC.
(Exact name of Registrant as specified in its charter)
Delaware 54-1840752
(State of Incorporation) (I.R.S. Employer
Identification No.)
200 Connecticut Avenue
Norwalk, Connecticut 06859
(Address of Principal Executive Offices) (Zip Code)
MATRIX CT., INC.
(Exact name of Registrant as specified in its charter)
Delaware 54-1513202
(State of Incorporation) (I.R.S. Employer
Identification No.)
200 Connecticut Avenue
Norwalk, Connecticut 06859
(Address of Principal Executive Offices) (Zip Code)
LIW HOLDINGS CORP.
(Exact name of Registrant as specified in its charter)
Delaware
(State of Incorporation) (I.R.S. Employer
Identification No.)
330 South Mannheim Road
Hillside, Illinois 60162
(Address of Principal Executive Offices) (Zip Code)
ILLCAN, INC.
(Exact name of Registrant as specified in its charter)
Delaware 22-3471988
(State of Incorporation) (I.R.S. Employer
Identification No.)
330 South Mannheim Road
Hillside, Illinois 60162
(Address of Principal Executive Offices) (Zip Code)
ILLSCOT, INC.
(Exact name of Registrant as specified in its charter)
Delaware 22-3471990
(State of Incorporation) (I.R.S. Employer
Identification No.)
330 South Mannheim Road
Hillside, Illinois 60162
(Address of Principal Executive Offices) (Zip Code)
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.
Comptroller of the Currency
Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
Yes
2. AFFILIATIONS WITH OBLIGOR AND UNDERWRITERS If the obligor or any
underwriter for the obligor is an affiliate of the Trustee, describe each
such affiliation.
None
See Note following Item 16.
Items 3-15 are not applicable because to the best of the Trustee's
knowledge the obligor is not in default under any Indenture for which the
Trustee acts as Trustee.
16. LIST OF EXHIBITS List below all exhibits filed as a part of this statement
of eligibility and qualification.
1. Copy of Articles of Association.*
2. Copy of Certificate of Authority to Commence Business.*
3. Authorization of the Trustee to exercise corporate trust powers
(included in Exhibits 1 and 2; no separate instrument).*
4. Copy of existing By-Laws.*
5. Copy of each Indenture referred to in Item 4. N/A.
6. The consents of the Trustee required by Section 321(b) of the act.
7. Copy of the latest report of condition of the Trustee published
pursuant to law or the requirements of its supervising or examining
authority is incorporated by reference to Registration Number 333-42147.
* Incorporated by reference to Registration Number 22-27000.
NOTE
The answers to this statement insofar as such answers relate to what
persons have been underwriters for any securities of the obligors within
three years prior to the date of filing this statement, or what persons are
owners of 10% or more of the voting securities of the obligors, or
affiliates, are based upon information furnished to the Trustee by the
obligors. While the Trustee has no reason to doubt the accuracy of any such
information, it cannot accept any responsibility therefor.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the
Trustee, First Trust National Association, an Association organized and
existing under the laws of the United States, has duly caused this statement
of eligibility and qualification to be signed on its behalf by the
undersigned, thereunto duly authorized, and its seal to be hereunto affixed
and attested, all in the City of Saint Paul and State of Minnesota on the
17th day of March, 1998.
FIRST TRUST NATIONAL ASSOCIATION
/s/ James T. Kaufman
--------------------------------
James T. Kaufman
Assistant Vice President
/s/ Kathe M. Barrett
- --------------------------------
Kathe M. Barrett
Assistant Secretary
EXHIBIT 6
CONSENT
In accordance with Section 321(b) of the Trust Indenture Act of 1939,
the undersigned, FIRST TRUST NATIONAL ASSOCIATION hereby consents that
reports of examination of the undersigned by Federal, State, Territorial or
District authorities may be furnished by such authorities to the Securities
and Exchange Commission upon its request therefor.
Dated: March 17, 1998
FIRST TRUST NATIONAL ASSOCIATION
/s/ James T. Kaufman
--------------------------------
James T. Kaufman
Assistant Vice President