EX-25.1 8 a2112630zex-25_1.htm EXHIBIT 25.1
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EXHIBIT 25.1



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)

BOSTON PROPERTIES LIMITED PARTNERSHIP
(Exact name of obligor as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)
  04-3372948
(I.R.S. employer identification no.)

111 Huntington Avenue
Boston, Massachusetts
(Address of principal executive offices)

 

02199-7610
(Zip code)

5.00% Senior Notes due 2015
(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.

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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 6th day of June, 2003.

    THE BANK OF NEW YORK

 

 

By:

/s/  
STACEY POINDEXTER      
Name: STACEY POINDEXTER
Title: ASSISTANT TREASURER

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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 March 31, 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   $ 4,389,492  
  Interest-bearing balances     3,288,212  
Securities:        
  Held-to-maturity securities     654,763  
  Available-for-sale securities     17,626,360  
Federal funds sold in domestic offices     1,759,600  
Securities purchased under agreements to resell     911,600  
Loans and lease financing receivables:        
  Loans and leases held for sale     724,074  
  Loans and leases, net of unearned income     32,368,718  
  LESS: Allowance for loan and lease losses     826,505  
  Loans and leases, net of unearned income and allowance     31,542,213  
Trading Assets     7,527,662  
Premises and fixed assets (including capitalized leases)     825,706  
Other real estate owned     164  
Investments in unconsolidated subsidiaries and associated companies     260,940  
Customers' liability to this bank on acceptances outstanding     225,935  
Intangible assets        
  Goodwill     2,027,675  
  Other intangible assets     75,330  
Other assets     4,843,295  
   
 
Total assets   $ 76,683,021  
   
 
LIABILITIES        
Deposits:        
  In domestic offices   $ 33,212,852  
  Noninterest-bearing     12,997,086  
  Interest-bearing     20,215,766  
  In foreign offices, Edge and Agreement subsidiaries, and IBFs     24,210,507  
  Noninterest-bearing     595,520  
  Interest-bearing     23,614,987  
Federal funds purchased in domestic offices     375,322  
         

Securities sold under agreements to repurchase     246,755  
Trading liabilities     2,335,466  
Other borrowed money: (includes mortgage indebtedness and obligations under capitalized leases)     959,997  
Bank's liability on acceptances executed and outstanding     227,253  
Subordinated notes and debentures     2,090,000  
Other liabilities     5,716,796  
   
 
Total liabilities   $ 69,374,948  
   
 
Minority interest in consolidated subsidiaries     540,772  

EQUITY CAPITAL

 

 

 

 
Perpetual preferred stock and related surplus     0  
Common stock     1,135,284  
Surplus     1,056,295  
Retained earnings     4,463,720  
Accumulated other comprehensive income     (112,002 )
Other equity capital components     0  
Total equity capital     6,767,301  
   
 
Total liabilities minority interest and equity capital   $ 76,683,021  
   
 

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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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SIGNATURE
Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286 And Foreign and Domestic Subsidiaries,