SEC Info - Exelixis, Inc. - ‘305B2’ on 8/7/12

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Exelixis, Inc. – ‘305B2’ on 8/7/12

On: Tuesday, 8/7/12, at 6:05am ET · Effective: 8/7/12 · Accession #: 1193125-12-339102 · File #: 333-182018

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 8/07/12  Exelixis, Inc.                    305B2       8/07/12    3:64K                                    RR Donnelley/FA

Statement of Eligibility of a Corporation Designated to Act as Trustee — Form T-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 305B2       Form T-1                                            HTML     21K 
 2: EX-99.6     Consent of Trustee                                  HTML      6K 
 3: EX-99.7     Latest Report of Condition of the Trustee           HTML     32K

305B2 — Form T-1

This is an HTML Document rendered as filed. [ Alternative Formats ]

FORM T-1

Registration No. 333-182018

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

x	CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2)

WELLS FARGO BANK, NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)


A National Banking Association		94-1347393
(Jurisdiction of incorporation or organization if not a U.S. national bank)		(I.R.S. Employer Identification No.)

101 North Phillips Avenue
Sioux Falls, South Dakota		57104
(Address of principal executive offices)		(Zip code)

Wells Fargo & Company

Law Department, Trust Section

MAC N9305-175

Sixth Street and Marquette Avenue, 17^th Floor

Minneapolis, Minnesota 55479

(612) 667-4608

(Name, address and telephone number of agent for service)

EXELIXIS, INC.

(Exact name of obligor as specified in its charter)


Delaware		04-3257395
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)

210 East Grand Ave South San Francisco, CA		94080
(Address of principal executive offices)		(Zip code)

Debt Securities

(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

Treasury Department

Washington, D.C.

Federal Deposit Insurance Corporation

Washington, D.C.

Federal Reserve Bank of San Francisco

San Francisco, California 94120

(b)

Whether it is authorized to exercise corporate trust powers.

The trustee is authorized to exercise corporate trust powers.

Item 2. Affiliations with Obligor. If the obligor is an affiliate of the trustee, describe each such affiliation.

None with respect to the trustee.

No responses are included for Items 3-14 of this Form T-1 because the obligor is not in default as provided under Item 13.

Item 15. Foreign Trustee. Not applicable.

Item 16. List of Exhibits. List below all exhibits filed as a part of this Statement of Eligibility.


		Exhibit 1.		A copy of the Articles of Association of the trustee now in effect.*

		Exhibit 2.		A copy of the Comptroller of the Currency Certificate of Corporate Existence and Fiduciary Powers for Wells Fargo Bank, National Association, dated February 4, 2004.**

		Exhibit 3.		See Exhibit 2

		Exhibit 4.		Copy of By-laws of the trustee as now in effect.***

		Exhibit 5.		Not applicable.

		Exhibit 6.		The consent of the trustee required by Section 321(b) of the Act.

		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.

*	Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated December 30, 2005 of file number 333-130784-06.

**	Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of file number 022-28721.

***	Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated May 26, 2005 of file number 333-125274.

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo Bank, National Association, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Los Angeles and State of California on the 6th day of August, 2012.

WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ Maddy Hall

Maddy Hall

Vice President

Dates Referenced Herein and Documents Incorporated by Reference

This ‘305B2’ Filing	Date	Other Filings

Filed on / Effective on:	8/7/12	None on these Dates
	12/30/05
	5/26/05
	3/3/04
	2/4/04
		List all Filings

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