EX-25 10 dex25.htm FORM T-1 Form T-1

Exhibit 25

 


 

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)

 


 

JPMORGAN CHASE BANK

(Exact name of trustee as specified in its charter)

 

New York

(State of incorporation if not a national bank)

 

13-4994650

(I.R.S. employer identification No.)

 

270 Park Avenue

New York, New York

(Address of principal executive offices)

 

10017

(Zip Code)

 

William H. McDavid

General Counsel

270 Park Avenue

New York, New York 10017

Tel: (212) 270-2611

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

 


 

Universal Corporation

(Exact name of obligor as specified in its charter)

 

Commonwealth of Virginia

(State or other jurisdiction of incorporation or organization)

 

54-0414210

(I.R.S. employer identification No.)

 

1501 N. Hamilton Street

 

23230

Richmond, Virginia

(Address of principal executive offices)

 

(Zip Code)

 


 

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.

 

New York State Banking Department, State House, Albany, New York 12110.

 

Board of Governors of the Federal Reserve System, Washington, D.C., 20551

 

Federal Reserve Bank of New York, District No. 2, 33 Liberty Street, New York, N.Y.

 

Federal Deposit Insurance Corporation, Washington, D.C., 20429.

 

(b) Whether it is authorized to exercise corporate trust powers.

 

Yes.

 

Item 2. Affiliations with the Obligor and Guarantors.

 

If the obligor or any Guarantor is an affiliate of the trustee, describe each such affiliation.

 

None.

 

2


 

Item 16. List of Exhibits

 

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

 

1. A copy of the Restated Organization Certificate of the Trustee dated March 25, 1997 and the Certificate of Amendment dated October 22, 2001 (see Exhibit 1 to Form T-1 filed in connection with Registration Statement No. 333-76894, which is incorporated by reference.)

 

2. A copy of the Certificate of Authority of the Trustee to Commence Business (see Exhibit 2 to Form T-1 filed in connection with Registration Statement No. 33-50010, which is incorporated by reference). On November 11, 2001, in connection with the merger of The Chase Manhattan Bank and Morgan Guaranty Trust Company of New York, the surviving corporation was renamed JPMorgan Chase Bank.

 

3. None, authorization to exercise corporate trust powers being contained in the documents identified above as Exhibits 1 and 2.

 

4. A copy of the existing By-Laws of the Trustee (see Exhibit 4 to Form T-1 filed in connection with Registration Statement 333-76894, which is incorporated by reference.)

 

5. Not applicable.

 

6. The consent of the Trustee required by Section 321(b) of the Act (see Exhibit 6 to Form T-1 filed in connection with Registration Statement No. 33-50010, which is incorporated by reference). On November 11, 2001, in connection with the merger of The Chase Manhattan Bank and Morgan Guaranty Trust Company of New York, the surviving corporation was renamed JPMorgan Chase Bank.

 

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.

 

8. Not applicable.

 

9. Not applicable.

 

SIGNATURE

 

Pursuant to the requirements of the Trust Indenture Act of 1939 the Trustee, JPMorgan Chase Bank, 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 12th day of February, 2003.

 

JPMORGAN CHASE BANK

     

By

 

/s/ Nicholas Sberlati                    

   

  Nicholas Sberlati

   

  Trust Officer

 


Exhibit 7 to Form T-1

 

Bank Call Notice

 

RESERVE DISTRICT NO. 2

CONSOLIDATED REPORT OF CONDITION OF

 

JPMorgan Chase Bank

of 270 Park Avenue, New York, New York 10017

and Foreign and Domestic Subsidiaries,

a member of the Federal Reserve System,

 

at the close of business September 30, 2002, in

accordance with a call made by the Federal Reserve Bank of this

District pursuant to the provisions of the Federal Reserve Act.

 

ASSETS

        

 

 

Dollar Amounts

in Millions

Cash and balances due from depository institutions:

            

Noninterest-bearing balances and currency and coin

        

$

17,141

Interest-bearing balances

        

 

13,564

Securities:

            

Held to maturity securities

        

 

408

Available for sale securities

        

 

74,344

Federal funds sold and securities purchased under agreements to resell

            

Federal funds sold in domestic offices

        

 

7,094

Securities purchased under agreements to resell

        

 

72,512

Loans and lease financing receivables:

            

Loans and leases held for sale

        

 

17,153

Loans and leases, net of unearned income

 

$

161,915

      

Less: Allowance for loan and lease losses

 

 

3,458

      

Loans and leases, net of unearned income and allowance

        

 

158,457

Trading Assets

        

 

186,290

Premises and fixed assets (including capitalized leases)

        

 

6,177

Other real estate owned

        

 

57

Investments in unconsolidated subsidiaries and associated companies

        

 

326

Customers’ liability to this bank on acceptances outstanding

        

 

281

Intangible assets

            

Goodwill

        

 

2,168

Other Intangible assets

        

 

3,696

Other assets

        

 

45,403

          

TOTAL ASSETS

        

$

605,071

          

 

4


LIABILITIES

             

Deposits

             

In domestic offices

         

$

167,400

Noninterest-bearing

  

$

66,691

      

Interest-bearing

  

 

100,709

      

In foreign offices, Edge and Agreement subsidiaries and IBF’s

         

 

118,273

Noninterest-bearing

  

$

8,445

      

Interest-bearing

  

 

109,828

      

Federal funds purchased and securities sold under agreements to repurchase:

             

Federal funds purchased in domestic offices

         

 

6,317

Securities sold under agreements to repurchase

         

 

105,558

Trading liabilities

         

 

126,199

Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)

         

 

11,025

Bank’s liability on acceptances executed and outstanding

         

 

304

Subordinated notes and debentures

         

 

7,895

Other liabilities

         

 

25,977

TOTAL LIABILITIES

         

 

568,948

Minority Interest in consolidated subsidiaries

         

 

91

EQUITY CAPITAL

             

Perpetual preferred stock and related surplus

         

 

0

Common stock

         

 

1,785

Surplus (exclude all surplus related to preferred stock)

         

 

16,304

Retained earnings

         

 

16,560

Accumulated other comprehensive income

         

 

1,383

Other equity capital components

         

 

0

TOTAL EQUITY CAPITAL

         

 

36,032

           

TOTAL LIABILITIES, MINORITY INTEREST, AND EQUITY CAPITAL

         

$

605,071

           

 

I, Joseph L. Sclafani, E.V.P. & Controller of the above-named

bank, do hereby declare that this Report of Condition has

been prepared in conformance with the instructions issued

by the appropriate Federal regulatory authority and is true

to the best of my knowledge and belief.

JOSEPH L. SCLAFANI

We, the undersigned directors, attest to the correctness

of this Report of Condition and 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 issued by the appropriate Federal regulatory

authority and is true and correct.

WILLIAM B. HARRISON, JR.)

HANS W. BECHERER             ) DIRECTORS

LAWRENCE A. BOSSIDY       )