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 and Post Effective 18 121K
Amendment
2: EX-1.(A) Debt Securities Underwriting Agreement Basic 25± 114K
Provisions
3: EX-1.(B) Debt Securities and Warrants to Purchase Debt 26± 119K
Securities Underwriting Agreement Basic
Provisions
4: EX-4.(R) Seventh Supplemental Indenture 5± 27K
5: EX-5 Opinion and Consent of David Carroll 1 9K
6: EX-24.(B) Consent of Ernst & Young 1 7K
7: EX-25.(A) Power of Attorney 1 9K
8: EX-26.(A) Form T-1 7± 26K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
__________________________________
FORM T-1
STATEMENT OF ELIGIBILITY AND QUALIFICATION
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)_____
BANKAMERICA NATIONAL TRUST COMPANY
(Exact name of trustee as specified in its charter)
Not Applicable
(Jurisdiction of incorporation or organization if not a U.S. national bank)
95-3804037
(I.R.S. Employer Identification No.)
One World Trade Center, New York, New York 10048-1191
(Address of principal executive offices) (Zip Code)
General Counsel
Bank of America NT & SA
335 Madison Avenue, 4th Floor
New York, NY 10017
(212) 503-8297
(Name, address and telephone number of agent for services)
American Express Credit Corporaton
(Exact name obligor as specified in its
its charter)
Delaware 11-1988350
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
One Christina Centre, 301 North Walnut Street 19801
Wilmington, Delaware (Zip Code)
(Address of principal executive offices)
Debt Securities
(Title of the indenture securities)
GENERAL
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, 250 E Street,
S.W., Washington, D.C. 20219; Federal Deposit
Insurance Corporation, 550 17th Street, N.W.,
Washington, D.C. 20429; Board of Governors of The
Federal Reserve System, 20th and C Streets, N.W.,
Washington, D.C. 20551
(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.
The obligor is not an affiliate of the trustee. (See
Note on Page 3)
Item 16. List of Exhibits
List below are exhibits filed as a part of this
statement of eligibility and qualification.
Exhibit 1 A copy of the Articles of Association
of the Trustee; incorporated herein by
reference to Exhibit 1 filed with Form
T-1 Statement, Registration No.
33-34670.
Exhibit 2 A copy of the Certificate of
Authority to Commence Business of the
Trustee, incorporated herein by
reference to Exhibit 2 filed with Form
T-1 Statement, Registration No.
2-97868.
Exhibit 3 Included in Exhibit 1.
Exhibit 4 A copy of the existing by-laws of the
Trustee; incorporated herein by
reference to Exhibit 4 filed with Form
T-1 Statement, Registration No.
33-34670.
Exhibit 5 A copy of each indenture referred to in
Item 4 if the obligor is in default.
Not applicable.
-2-
Exhibit 6 Consents of BankAmerica National Trust
Company formerly Security Pacific
National Trust Company (New York)
required by Section 321 (b) of the
Trust Indenture Act of 1939;
incorporated herein by reference to
Exhibit 6, filed with Form T-1
Statement, Registration No. 2-97868.
Exhibit 7 A copy of the latest report of the
Trustee published pursuant to the laws
or the requirements of its supervising
or examining authority.
Exhibit 8 A copy of any order pursuant to which
the foreign trustee is authorized to
act as sole trustee under indentures
qualified or to be qualified under the
Act.
Not Applicable.
Exhibit 9 Foreign trustees are required to file a
consent to service of process on Form
F-X.
Not Applicable.
-----------------------
NOTE
Inasmuch as this Form T-1 is filed prior to the ascertainment by the
Trustee of all facts on which to base responsive answers to Item 2 the
answer to said Item is based on incomplete information.
Item 2 may be considered correct unless amended by an amendment to
this Form T-1.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939 the
Trustee, BankAmerica National Trust Company, 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 New York and State
of New York, on the August 25, 1995.
BANKAMERICA NATIONAL TRUST COMPANY
By /s/ John P. McGurn
John P. McGurn
Assistant Vice President
-3-
Exhibit 6 Consents of BankAmerica National
Trust Company formerly Security Pacific
National Trust Company (New York)
required by Section 321 (b) of the
Trust Indenture Act of 1939;
incorporated herein by reference to
Exhibit 6, filed with Form T-1
Statement, Registration No. 2-97868.
Exhibit 7 A copy of the latest report of the
Trustee published pursuant to the
laws or the requirements of its
supervising or examining authority.
Exhibit 8 A copy of any order pursuant to which
the foreign trustee is authorized to
act as sole trustee under indentures
qualified or to be qualified under
the Act.
Not Applicable.
Exhibit 9 Foreign trustees are required to file a
consent to service of process on
Form F-X.
Not Applicable.
NOTE
Inasmuch as this Form T-1 is filed prior to the ascertainment by the
Trustee of all facts on which to base responsive answers to Item 2 the
answer to said Item is based on incomplete information.
Item 2 may be considered correct unless amended by an amendment to
this Form T-1.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939 the
Trustee, BankAmerica National Trust Company, 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 New York and State
of New York, on the 25th day of August, 1995.
BANKAMERICA NATIONAL TRUST COMPANY
By /s/ John P. McGurn
John P. McGurn
Assistant Vice President
-3-
BANKAMERICA NATIONAL TRUST COMPANY Exhibit 7 to Form T-1 One World Trade
Center, 18th Floor
New York City, NY 10048
FDIC Certificate Number 24430
Consolidated Report of Condition for
Insured Commercial Banks for June 30, 1995
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
Dollar Amounts in Thousands
_________________________________________________________________Assets
1. Cash and balances due from depository
institutions (from Schedule RC-A):
a. Noninterest-bearing balances and
currency and coin [1]............................202,209
b. Interest-bearing balances [2].................... 97,788
2. Securities:
a. Held-to-maturity securities
(from Schedule RC-B, column A).....................2,011
b. Available-for-sale securities
(from Schedule RC-B, column D).....................4,749
3. Federal funds sold and securities
purchases under agreements to resell:
a. Federal funds sold...............................
b. Securities purchased under
agreements to resell..............................
4. Loans and lease financing receivables:
a. Loans and leases, net of unearned
income (from Schedule RC-C).............129,742
b. LESS: Allowance for loan and
lease losses................................338
c. LESS: Allocated transfer risk
reserve................................
d. Loans and leases, net of
unearned income, allowance,
and reserve (item 4.a minus
4.b and 4.c)....................................129,404
5. Assets held in trading accounts (from
Schedule RC-D)........................................... 887
6. Premises and fixed assets (including
capitalized leases).......................................
7. Other real estate owned...............................
8. Investments in unconsolidated subsidiaries and
associated companies..................................
9. Customer's liability to this bank on
acceptances outstanding...............................
10. Intangible assets (from Schedule RC-M)................. 8,833
11. Other assets (from Schedule RC-F)..................... 47,531
12. Total assets (sum of items 1 through 11............. 493,412
_______________
[1] Includes cash items in process of collection and unposted debits.
[2] Includes time certificates of deposit not held in trading ccounts.
SCHEDULE RC-CONTINUED
Dollar Amounts in Thousands
_________________________________________________________________Liabilities
13. Deposits:
a. In domestic offices (sum of totals of columns
A and C from Schedule RC-E)....................... 331,041
(1) Noninterest-bearing [1].........................331,041
(2) Interest-bearing.....................
b. In foreign offices, Edge and Agreement
subsidiaries, and IBFs............................
(1) Noninterest-bearing...........................
(2) Interest-bearing..............................
14. Federal funds purchased and securities
sold under agreements to repurchase:
a. Federal funds purchased...........................
b. Securities sold under agreements to repurchase....
15. Demand notes issued to the U.S. Treasury.............
16. Other borrowed money................................. 6,046
17. Mortgage indebtedness and obligations
under capitalized leases.............................
18. Bank's liability on acceptances executed
and outstanding......................................
19. Notes and debentures subordinated to deposits........
20. Other liabilities (from Schedule RC-G)............... 35,986
21. Total liabilities (sum of items 13 through 20).........373,073
22. Limited-life preferred stock.........................
EQUITY CAPITAL
23. Perpetual preferred stock............................
24. Common Stock......................................... 500
25. Surplus.............................................. 137,410
26(a)Undivided profits and capital reserves............... (17,585)
26(b)Net unrealized holding gains (losses) on available for sale
securities........................................... 14
27. Cumulative foreign currency translation adjustments..
28. Total equity capital (sum of items 23 through 27).... 120,339
29. Total liabilities, limited-life preferred stock,
and equity capital (sum of items 21,22 and 28)....... 493,412
_______________
1] Includes total demand deposits and noninterest-bearing time and
savings deposits.
Dates Referenced Herein and Documents Incorporated by Reference
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