Digital Equipment Corp – ‘S-3’ on 1/21/94 – EX-25

As of:  Friday, 1/21/94   ·   Accession #:  950135-94-10   ·   File #:  33-51987

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Registration Statement for Securities Offered Pursuant to a Transaction   —   Form S-3
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: S-3         Digital Equipment Corporation Form S-3                28    159K 
 2: EX-1.1      Underwriting Agreement Debt Securities                29    144K 
 3: EX-1.2      Underwriting Agreement Preffered Shares               26    132K 
 4: EX-4.2      Indenture                                            124    485K 
 5: EX-4.3      Articles of Amendment                                  7     19K 
 6: EX-4.6      Form of Deposit Agreement                             34    145K 
 7: EX-4.7      Form of Standard Debt Securities Warrant              16     77K 
 8: EX-4.8      Form of Standard Common Stock Warrant                 21     98K 
 9: EX-5        Opinion of Testa Hurwitz & Thibeault                   5     24K 
10: EX-12       Computation of Ratio of Earnings to Fixed Charges      2±    11K 
11: EX-23.1     Consent of Coopers & Lybrand                           1      6K 
12: EX-25       Form T-1                                               6     24K 

EX-25   —   Form T-1
Exhibit Table of Contents

EX-25
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                                                              EXHIBIT 25

UNITED STATES                 
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)______                   
_______________________                     

                                                                [Download Table]
                   BANKERS TRUST COMPANY                    
    (Exact name of trustee as specified in its charter)     

                                                            
     NEW YORK                                13-4941247     
(Jurisdiction of incorporation           (I.R.S. Employer   
if not a U.S. national bank)             identification no.)

FOUR ALBANY STREET                                          
NEW YORK, NEW YORK                              10006       
(Address of principal                         (Zip Code)    
executive offices)                                          

------------------------              

                                                                [Download Table]
                DIGITAL EQUIPMENT CORPORATION              
     (Exact name of obligor as specified in the charter)   

                                                           
     MASSACHUSETTS                           04-2226590    
(State or other jurisdiction            (I.R.S. employer   
of incorporation or organization)       identification no.)

146 MAIN STREET                                            
MAYNARD, MASSACHUSETTS                      01754-25711    
(Address of principal                        (Zip Code)    
executive offices)                                         

____________________________________________                          
SUBORDINATED DEBT SECURITIES                          

(Title of the indenture securities)                         

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ITEM  1.  GENERAL INFORMATION.                                                  
Furnish the following information as to the trustee.        

                                                                [Download Table]
(a)  Name and address of each examining or              
     supervising authority to which it is subject.      

NAME                               ADDRESS              
----                               -------              
                                                        
Federal Reserve Bank (2nd District)      New York, N.Y. 
Federal Deposit Insurance Corporation    Washington,D.C.
New York State Banking Department        Albany, N.Y.   

(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.                                                       

ITEMS  3. - 15.                                                                 

Not Applicable.                                             

ITEM 16.  LIST OF EXHIBITS.                                                     

     EXHIBIT 1 -    Restated Organization Certificate of Bankers Trust
    Company dated August 7, 1990 and Certificate of Amendment of the
    Organization Certificate of Bankers Trust Company dated June 23,
   1992 - Incorporated herein by reference to Exhibit 1 filed with
Form T-1 Statement, Registration No. 33-48267.              

EXHIBIT 2 - Certificate of Authority to commence business - 
     Incorporated herein by reference to Exhibit 2 filed with Form T-1
Statement, Registration No. 33-21047.                       

        EXHIBIT 3 - Authorization of the Trustee to exercise corporate trust
     powers - Incorporated herein by reference to Exhibit 2 filed with
Form T-1 Statement, Registration No. 33-21047.              

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 EXHIBIT 4 -    Existing By-Laws of Bankers Trust Company, dated
                        as amended on January 21, 1992. - Incorporated herein by
          reference to Exhibit 4 filed with Form T-1
     Statement, Registration No. 33-48267.

EXHIBIT 5 -    Not applicable.                                

EXHIBIT 6 -    Consent of Bankers Trust Company required by   
                   Section 321(b) of the Act. - Incorporated herein by
          reference to Exhibit 4 filed with Form T-1
     Statement, Registration No. 22-18864.

    EXHIBIT 7 -    A copy of the latest report of condition of Bankers
                    Trust Company dated as of September 30, 1993 - (Copy
attached).                      

EXHIBIT 8 -    Not Applicable                                 

EXHIBIT 9 -    Not Applicable                                 

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SIGNATURE 

   Pursuant to the requirements of the Trust Indenture Act of 1939 the
trustee, Bankers Trust Company, 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 20th day of January 1994.   

                     BANKERS TRUST COMPANY

                By:Susan Johnson
                          --------------------
             Susan Johnson
                        Assistant Vice President

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                                                        [Enlarge/Download Table]
Consolidated Report of Condition for Insured Commercial                                                
and State-Chartered Savings Banks for September 30, 1993                                               

All schedules are to be reported in thousands of dollars. Unless otherwise                             
indicated, report the amount outstanding as of the last business day of the                            
quarter.                                                                                               

--- Schedule RC, Balance Sheet ---------------------------------------                                 
ASSETS                                                                                                 
                                                                                                       
RCFD0081             Cash and balances due, noninterest-bearing balances & currency & coin    1,750,000
RCFD0071             Cash and balances due, interest-bearing balances                         2,595,000
RCFD0390             Securities                                                               4,514,000
RCFD0276             Federal funds sold                                                       1,901,000
RCFD0277             Securities purchased under agreements to resell                            366,000
RCFD2122             Loans and leases, net of unearned income                    16,851,000            
RCFD3123             Less: allowance for loan and lease losses                    1,412,000            
RCFD3128             Less: allocated transfer risk reserve                                0            
RCFD2125             Loans and leases, net of unearned income, allowance, and reserve        15,439,000
RCFD2146             Assets held in trading accounts                                         30,848,000
RCFD2145             Premises and fixed assets (including capitalized leases)                   684,000
RCFD2150             Other real estate owned                                                    269,000
RCFD2130             Investments in unconsolidated subsidiaries and associated companies        158,000
RCFD2155             Customers' liability to this bank on acceptances outstanding               522,000
RCFD2143             Intangible assets                                                           11,000
RCFD2160             Other assets                                                             8,516,000
RCFD2170             Total assets                                                            67,573,000
<FN>                                                                                                   
(1) Includes cash items in process of collection and unposted debits.                                  
(2) Includes time certificates of deposit not held in trading accounts.                                

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                                                        [Enlarge/Download Table]
Schedule RC -- Continued                                                                                   
                                                                                                           
RCON2200             Deposits in domestic offices                                              8,459,000   
RCON6631             Noninterest-bearing deposits, domestic                         2,923,000              
RCON6636             Interest-bearing deposits, domestic                            5,536,000              
RCFN2200             Deposits in foreign offices, Edge & Agreement subsidiaries, and IBFs     14,096,000   
RCFN6631             Noninterest-bearing deposits, foreign                            645,000              
RCFN6636             Interest-bearing deposits, foreign                            13,451,000              
RCFD0278             Federal funds purchased                                                  10,461,000   
RCFD0279             Securities sold under agreements to repurchase                              440,000   
RCON2840             Demand notes issued to the U.S. Treasury                                          0   
RCFD2850             Other borrowed money                                                     14,625,000   
RCFD2910             Mortgage indebtedness and obligations under capitalized leases                6,000   
RCFD2920             Bank's liability on acceptances executed and outstanding                    522,000   
RCFD3200             Subordinated notes and debentures                                         1,277,000   
RCFD2930             Other liabilities                                                        13,985,000   
RCFD2948             Total liabilities                                                        63,871,000   
RCFD3282             Limited-life preferred stock and related surplus                                  0   
RCFD3838             Perpetual preferred stock and related surplus                               250,000   
RCFD3230             Common stock                                                                702,000   
RCFD3839             Surplus (exclude all surplus related to preferred stock)                    498,000   
RCFD3632             Undivided profits and capital reserves                                    2,566,000   
RCFD0297             Less: Net unrealized loss on marketable equity securities                         0   
RCFD3284             Cumulative foreign currency translation adjustments                        -314,000   
RCFD3210             Total equity capital                                                      3,702,000   
RCFD3300             Total liabilities, limited-life preferred stock, and equity capital      67,573,000   
<FN>                                                                                                       
Memorandum                                                                                                 
To be reported only with the March Report of Condition.                                                    
 1.  Indicate in the box at the right the number of the statement below that                               
     best describes the most comprehensive level of auditing work performed for                            
     the bank by independent external auditors as of any date during 1992                     RCFD 6724 N/A

1 = Independent audit of the bank conducted in accordance with generally        
accepted auditing standards by a certified public accounting firm which 
submits a report on the bank                                            
2 = Independent audit of the bank's parent holding company conducted in         
   accordance with generally accepted auditing standards by a certified public
  accounting firm which submits a report on the consolidated holding company
(but not on the bank seperately)                                        
3 = Director's examination of the bank conducted in accordance with generally   
 accepted auditing standards by a certified public accounting firm (may be
required by state chartering authority)                                 
4 = Director's examination of the bank performed by other external auditors (may
be required by state chartering authority)                              
5 = Review of the bank's financial statements by external auditors              
6 = Compilation of the bank's financial statements by external auditors         
7 = Other audit procedures (excluding tax preparation work)                     
8 = No external audit work                                                      
_____________                                                                   
(1) includes total demand deposits and noninterest-bearing time and savings     
deposits.                                                               

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Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘S-3’ Filing		Date		First		Last			Other Filings
Filed on:		1/21/94							None on these Dates
		9/30/93		3		5
		6/23/92		2
		1/21/92		3
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