EX-25.2 6 a2140854zex-25_2.htm EXHIBIT 25.2
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Exhibit 25.2

FORM T-1

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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)            o

THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)

New York
(State of incorporation
if not a U.S. national bank)		   13-5160382
(I.R.S. employer
identification no.)

One Wall Street, New York, N.Y.
(Address of principal executive offices)
 
10286
(Zip code)

APEX SILVER MINES LIMITED
(Exact name of obligor as specified in its charter)

Cayman Islands, British West Indies
(State or other jurisdiction of
incorporation or organization)
 
N/A
(I.R.S. employer
identification no.)

Walker House
Mary Street
George Town, Grand Cayman
Cayman Islands, British West Indies
(Address of principal executive offices)
 
(Zip code)
     

Subordinated Debt Securities
(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.

Name
   Address

Superintendent of Banks of the State of New York
 
2 Rector Street, New York, N.Y. 10006, and Albany, N.Y. 12203

Federal Reserve Bank of New York
 
33 Liberty Plaza, New York,
N.Y. 10045

Federal Deposit Insurance Corporation
 
Washington, D.C. 20429

New York Clearing House Association
 
New York, New York 10005
    (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.

    Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as an exhibit hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of 1939 (the "Act") and 17 C.F.R. 229.10(d).

    1.
    A copy of the Organization Certificate of The Bank of New York (formerly Irving Trust Company) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672 and Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637.)

    4.
    A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 33-31019.)

    6.
    The consent of the Trustee required by Section 321(b) of the Act. (Exhibit 6 to Form T-1 filed with Registration Statement No. 33-44051.)

    7.
    A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority.

SIGNATURE

        Pursuant to the requirements of the Act, the Trustee, The Bank of New York, 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 2nd day of August, 2004.

    THE BANK OF NEW YORK

 
 
By:
 
/s/ ROBERT A. MASSIMILLO
        Name:   ROBERT A. MASSIMILLO
        Title:   VICE PRESIDENT

EXHIBIT 7

Consolidated Report of Condition of

THE BANK OF NEW YORK

of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,

a member of the Federal Reserve System, at the close of business March 31, 2004, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act.
 
   Dollar Amounts
In Thousands
ASSETS      
Cash and balances due from depository institutions:      
  Noninterest-bearing balances and currency and coin   $ 2,589,012
  Interest-bearing balances     8,872,373
Securities:      
  Held-to-maturity securities     1,382,393
  Available-for-sale securities     21,582,893
Federal funds sold and securities purchased under agreements to resell      
  Federal funds sold in domestic offices     792,900
  Securities purchased under agreements to resell     932,155
Loans and lease financing receivables:      
  Loans and leases held for sale     555,415
  Loans and leases, net of unearned income     36,884,850
  LESS: Allowance for loan and lease losses     628,457
  Loans and leases, net of unearned income and allowance     36,256,393
Trading Assets     3,654,160
Premises and fixed assets (including capitalized leases)     929,969
Other real estate owned     319
Investments in unconsolidated subsidiaries and associated companies     247,156
Customers' liability to this bank on acceptances outstanding     215,581
Intangible assets      
  Goodwill     2,687,623
  Other intangible assets     752,283
  Other assets     7,905,137
   
  Total assets   $ 89,355,762
   

LIABILITIES
 
 
 
Deposits:      
  In domestic offices   $ 33,940,195
  Noninterest-bearing     13,973,047
  Interest-bearing     19,967,148
  In foreign offices, Edge and Agreement subsidiaries, and IBFs     22,717,175
  Noninterest-bearing     447,242
  Interest-bearing     22,269,933
Federal funds purchased and securities sold under agreements to repurchase      
  Federal funds purchased in domestic offices     442,904
  Securities sold under agreements to repurchase     671,802
Trading liabilities     2,452,604
       

Other borrowed money: (includes mortgage indebtedness and obligations under capitalized leases)     10,779,148
Bank's liability on acceptances executed and outstanding     217,705
Subordinated notes and debentures     2,390,000
Other liabilities     7,230,967
   
Total liabilities   $ 80,842,500
   

Minority interest in consolidated subsidiaries
 
 
141,523

EQUITY CAPITAL
 
 
 
Perpetual preferred stock and related surplus     0
Common stock     1,135,284
Surplus     2,080,657
Retained earnings     5,021,014
Accumulated other comprehensive income     134,784
Other equity capital components     0
Total equity capital     8,371,739
   
Total liabilities minority interest and equity capital   $ 89,355,762
   

        I, Thomas J. Mastro, Senior Vice President and Comptroller of the above-named bank do hereby declare that this Report of Condition is true and correct to the best of my knowledge and belief.

Thomas J. Mastro,           
Senior Vice President and Comptroller            

        We, the undersigned directors, attest to the correctness of this statement of resources and liabilities. 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.

Thomas A. Renyi
Gerald L. Hassell
Alan R. Griffith		   Directors



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