Registration Statement for Securities Offered Pursuant to a Transaction — Form S-3
Filing Table of Contents
Document/Exhibit Description Pages Size
1: S-3 Registration Statement for Securities Offered 41 214K
Pursuant to a Transaction
2: EX-4.40 Instrument Defining the Rights of Security Holders 77 265K
3: EX-4.41 Instrument Defining the Rights of Security Holders 84 244K
4: EX-4.42 Instrument Defining the Rights of Security Holders 107 318K
5: EX-4.43 Instrument Defining the Rights of Security Holders 106 317K
6: EX-12 Statement re: Computation of Ratios 2± 13K
7: EX-24.1 Power of Attorney 1 7K
8: EX-26.1 Invitation for Competitive Bids 7 21K
9: EX-26.2 Invitation for Competitive Bids 7 21K
10: EX-26.3 Invitation for Competitive Bids 7 21K
11: EX-26.4 Invitation for Competitive Bids 7 21K
EX-26.3 — Invitation for Competitive Bids
| EX-26.3 | 1st Page of 7 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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Exhibit 26.3
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)
------------------
NATIONSBANK OF TENNESSEE, NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
62-0167464
(I.R.S. employer identification no.)
One NationsBank Plaza
Nashville, Tennessee 37239-1697
(Address of principal executive offices) (Zip Code)
------------------
John T. Henderson
NationsBank of Georgia, National Association
Area Administration
6000 Feldwood Road
College Park, Georgia 30349
(404) 774-6074
(Name, Address and telephone number of agent for service)
------------------
with a copy to:
NationsBank of Tennessee, National Association
One NationsBank Plaza
Nashville, TN 37239-1697
Attention: Corporate Trust
------------------
HARRAH'S ENTERTAINMENT, INC.
(Exact name of obligor as specified in its charter)
Delaware 62-1411755
(State or other jurisdiction (IRS employer
of incorporation or organization) identification no.)
HARRAH'S OPERATING COMPANY, INC.
(Exact name of obligor as specified in its charter)
Delaware 75-1941623
(State or other jurisdiction (IRS employer
of incorporation or organization) identification no.)
1023 Cherry Road
Memphis, Tennessee 38117
(901) 762-8600
(Address, including zip code, and telephone number,
including area code, of principal executive office)
-------------------
% Senior Subordinated Notes due
(Title of the indenture securities)
-----------------------------------------------------------------
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.
The Comptroller of the Currency,
Washington, D.C.
Federal Reserve Bank of Atlanta
104 Marietta Street, N.W.
Atlanta, Georgia
Federal Deposit Insurance Corporation
Washington, D.C.
(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.
----------------
List below all exhibits filed as a part of this statement of
eligibility.
(1) A copy of the Articles of Association of the trustee as
now in effect. (See Exhibit 1 to Form T-1, Exhibit 25
to Registration No. 33-67040, which is incorporated
herein by reference.)
(2) A copy of the certificate of authority of the trustee
to commence business. (See Exhibit 2 to Form T-1,
Exhibit 25 to Registration No. 33-67040, which is
incorporated herein by reference.)
(3) A copy of the authorization of the trustee to exercise
corporate trust powers. (See Exhibit 3 to Form T-1,
Exhibit 25 to Registration No. 33-67040, which is
incorporated herein by reference.)
(4) A copy of the existing by-laws of the trustee, as
amended to date. (See Exhibit 4 to Form T-1, Exhibit
25 to Registration No. 33-67040, which is incorporated
herein by reference.)
(6) The consent of the trustee required by Section 321(b)
of the Trust Indenture Act of 1939.
(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.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of
1939, the trustee, NationsBank of Tennessee, National
Association, a corporation organized and existing under the laws
of the United States of America, 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
Nashville and the State of Tennessee, on the 18th day of
September, 1995.
NATIONSBANK OF TENNESSEE,
NATIONAL ASSOCIATION
By: /s/ Paul Williams
-----------------------
Paul Williams
Senior Vice President
EXHIBIT 6 TO FORM T-1
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust
Indenture Act of 1939 in connection with the proposed issuance of
up to $200,000,000 of % Senior Subordinated Notes due by Harrah's
Operating Company, Inc. to be issued under the Indenture, NationsBank
of Tennessee, National Association hereby consents that reports of
examinations by Federal, State, Territorial or District Authorities
may be furnished by such authorities to the Securities and Exchange
Commission upon request therefor.
NATIONSBANK OF TENNESSEE,
NATIONAL ASSOCIATION
By: /s/ Paul Williams
-----------------------
Paul Williams
Senior Vice President
EXHIBIT 7 TO FORM T-1
Comptroller of the Currency
Administrator of National Banks
REPORT OF CONDITION
Consolidating domestic and foreign subsidiaries of the
NATIONSBANK OF TENNESSEE, N.A. OF NASHVILLE, in the State of
Tennessee, at the close of business on June 30, 1995 published in
response to call made by Comptroller of the Currency, under Title
12, United States Code, Section 161. Charter Number 17561,
Comptroller of the Currency, Third District.
Statement of Resources and LiabilitiesDollar Amounts in Thousands
ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin. . . 416,613
Securities
Held-to-maturity securities . . . . . . . . . . . . . . 628,133
Available-for-sale securities . . . . . . . . . . . . . 17,030
Federal funds sold and securities purchased under
agreements to resell in domestic offices of the bank
and of its Edge and Agreement subsidiaries,
and in IBFs:
Federal funds sold . . . . . . . . . . . . . . . . . . 308,085
Loans and lease financing receivables:
Loans and leases, net of unearned income. . . . . . . 3,744,578
LESS: Allowance for loan and lease losses . . . . . . 50,803
Loans and leases, net of unearned income,
allowance, and reserve . . . . . . . . . . . . . . . 3,693,775
Premises and fixed assets (including capitalized
leases) . . . . . . . . . . . . . . . . . . . . . . . 65,156
Other real estate owned . . . . . . . . . . . . . . . . 3,557
Customers' liability to this bank on acceptances
outstanding . . . . . . . . . . . . . . . . . . . . . 6,380
Intangible assets . . . . . . . . . . . . . . . . . . . 323
Other assets . . . . . . . . . . . . . . . . . . . . . 69,978
Total assets . . . . . . . . . . . . . . . . . . . . . 5,209,030
LIABILITIES
Deposits:
In domestic offices . . . . . . . . . . . . . . . . . 4,203,630
Noninterest-bearing . . . . . . . . . . . . . . . . . 883,514
Interest-bearing . . . . . . . . . . . . . . . . . . 3,320,116
Interest-bearing deposits in foreign offices. . . . . . 99,379
Federal funds purchased and securities sold under
agreements to repurchase in domestic offices of
the bank and of its Edge and Agreement subsidiaries,
and in IBFs:
Federal funds purchased . . . . . . . . . . . . . . . . 324,538
Securities sold under agreements to repurchase. . . . . 0
Demand notes issued to the U.S. Treasury . . . . . . . 49,950
Other borrowed money:
With original maturity of one year or less. . . . . . 30,754
With original maturity of more than one year
1,965.
Bank's liability on acceptances outstanding . . . . . . 6,380
Other liabilities . . . . . . . . . . . . . . . . . . . 74,776
Total liabilities . . . . . . . . . . . . . . . . . . . 4,791,372
EQUITY CAPITAL
Common Stock . . . . . . . . . . . . . . . . . . . . . 55,583
Surplus . . . . . . . . . . . . . . . . . . . . . . . . 96,987
Undivided profits and capital reserves . . . . . . . . 264,704
Net unrealized (losses) on available-for-sale
securities . . . . . . . . . . . . . . . . . . . . . 384
Total equity capital . . . . . . . . . . . . . . . . . 417,658
Total liabilities, limited-life preferred stock, and
equity capital . . . . . . . . . . . . . . . . . . . 5,209,030
We, the undersigned directors (Trustees), attest to the
correctness of this Report of Condition. We 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 and is
true and correct.
Owen G. Shell, Jr.
Herbert M. Shayne Directors
Jerry L. Benefield
Dates Referenced Herein and Documents Incorporated by Reference
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