EX-25.1 11 dex251.htm STATEMENT OF ELIGIBILITY (FORM T-1) Statement of Eligibility (Form T-1)

Exhibit 25.1

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)  ¨

 

 

THE BANK OF NEW YORK

(Exact name of trustee as specified in its charter)

 

 

New York   13-5160382

(State of incorporation

if not a U.S. national bank)

  

(I.R.S. employer

identification no.)

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

 

 

CONCENTRA OPERATING CORPORATION

(Exact name of obligor as specified in its charter)

 

Nevada   75-2822620

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Concentra Preferred Systems, Inc.

(Exact name of obligor as specified in its charter)

 

Delaware    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

National Healthcare Resources, Inc.

(Exact name of obligor as specified in its charter)

 

Delaware    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

MetraComp, Inc.

(Exact name of obligor as specified in its charter)

 

Delaware    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Concentra Integrated Services Inc.

(Exact name of obligor as specified in its charter)

 

Massachusetts    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

First Notice Systems, Inc.

(Exact name of obligor as specified in its charter)

 

Delaware    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Focus Healthcare Management, Inc.

(Exact name of obligor as specified in its charter)

 

Tennessee    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

2

CRA-MCO, Inc.

(Exact name of obligor as specified in its charter)

 

Nevada    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

CRA Managed Care of Washington, Inc.

(Exact name of obligor as specified in its charter)

 

Washington    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Concentra Health Services, Inc.

(Exact name of obligor as specified in its charter)

 

Nevada    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

OCI Holdings, Inc.

(Exact name of obligor as specified in its charter)

 

Nevada    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Concentra Management Services, Inc.

(Exact name of obligor as specified in its charter)

 

Nevada    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

3

NHR Washington, Inc.

(Exact name of obligor as specified in its charter)

 

Delaware    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Concentra Laboratory, LLC

(Exact name of obligor as specified in its charter)

 

Delaware    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Health Network Systems LLC

(Exact name of obligor as specified in its charter)

 

Delaware    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Medical Network Systems LLC

(Exact name of obligor as specified in its charter)

 

Delaware    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Occucenters I, L.P.

(Exact name of obligor as specified in its charter)

 

Texas    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

4

Concentra Preferred Business Trust

(Exact name of obligor as specified in its charter)

 

Massachusetts    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Concentra Managed Care Business Trust

(Exact name of obligor as specified in its charter)

 

Massachusetts    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

 

Focus Healthcare Business Trust

(Exact name of obligor as specified in its charter)

 

Massachusetts    

(State or other jurisdiction of

incorporation or organization)

  

(I.R.S. employer

identification no.)

5080 Spectrum Drive

Suite 400 West

Addison, Texas

   75001
(Address of principal executive offices)   (Zip code)

 

 

9 1/2% Senior Subordinated Notes due 2010

(Title of the indenture securities)

 

 

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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.)

 

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  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.

 

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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 27th of August, 2003.

 

THE BANK OF NEW YORK

By:

  

  /S/       VAN K. BROWN

    Name:   VAN K. BROWN
    Title:     VICE PRESIDENT

 

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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 June 30, 2003, 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

    $ 4,257,371

Interest-bearing balances

      6,048,782

Securities:

       

Held-to-maturity securities

      373,479

Available-for-sale securities

      18,918,169

Federal funds sold in domestic offices

      6,689,000

Securities purchased under agreements to resell

      5,293,789

Loans and lease financing receivables:

       

Loans and leases held for sale

      616,186

Loans and leases, net of unearned income

      38,342,282

LESS: Allowance for loan and lease losses

      819,982

Loans and leases, net of unearned income and allowance

      37,522,300

Trading Assets

      5,741,193

Premises and fixed assets (including capitalized leases)

      958,273

Other real estate owned

      441

Investments in unconsolidated subsidiaries and associated companies

      257,626

Customers’ liability to this bank on acceptances outstanding

      159,995

Intangible assets

       

Goodwill

      2,554,921

Other intangible assets

      805,938

Other assets

      6,285,971
    

 

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Total assets

    $ 96,483,434
    

LIABILITIES

       

Deposits:

       

In domestic offices

    $ 37,264,787

Noninterest-bearing

      15,357,289

Interest-bearing

      21,907,498

In foreign offices, Edge and Agreement subsidiaries, and IBFs

      28,018,241

Noninterest-bearing

      1,026,601

Interest-bearing

      26,991,640

Federal funds purchased in domestic offices

      739,736

Securities sold under agreements to repurchase

      465,594

Trading liabilities

      2,456,565

Other borrowed money:

       

(includes mortgage indebtedness and obligations under capitalized leases)

      8,994,708

Bank’s liability on acceptances executed and outstanding

      163,277

Subordinated notes and debentures

      2,400,000

Other liabilities

      7,446,726
    

Total liabilities

    $ 87,949,634
    

Minority interest in consolidated subsidiaries

      519,472

EQUITY CAPITAL

       

Perpetual preferred stock and related surplus

      0

Common stock

      1,135,284

Surplus

      2,056,273

Retained earnings

      4,694,161

Accumulated other comprehensive income

      128,610

Other equity capital components

      0
    

Total equity capital

      8,014,328
    

Total liabilities minority interest and equity capital

    $ 96,483,434
    

 

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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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