EX-25.1 7 a2015q3s-4exhibit251.htm 2015 Q3 S-4 EXHIBIT 25.1 2015 Q3 S-4 Exhibit 25.1


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)
_______________________________________________________

U.S. BANK NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)

31-0841368
I.R.S. Employer Identification No.

800 Nicollet Mall
Minneapolis, Minnesota

55402
(Address of principal executive offices)
(Zip Code)
                        
Donald T. Hurrelbrink
U.S. Bank National Association
60 Livingston Avenue
St. Paul, MN 55107
(651) 466-6308
(Name, address and telephone number of agent for service)
                                                       
FelCor Lodging Limited Partnership
(Issuer with respect to the Securities)
Delaware
75-2544994
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
 
 

545 E. John Carpenter Freeway, Suite 1300
Irving, Texas

75062
(Address of Principal Executive Offices)
(Zip Code)
    
6.000% Senior Notes due 2025
(Title of the Indenture Securities)










FORM T-1

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
Washington, D.C.

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.
None

Items 3-15
Items 3-15 are not applicable because to the best of the Trustee's knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee.
    
Item 16. LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.

1. A copy of the Articles of Association of the Trustee.*

2. A copy of the certificate of authority of the Trustee to commence business, attached as Exhibit 2.

3.    A copy of the certificate of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.

4.    A copy of the existing bylaws of the Trustee.**
 
5.    A copy of each Indenture referred to in Item 4. Not applicable.

6.    The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.

7.    Report of Condition of the Trustee as of March 31, 2015 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.
        
* Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4, Registration Number 333-128217 filed on November 15, 2005.

** Incorporated by reference to Exhibit 25.1 to registration statement on form S-3ASR, Registration Number 333-199863 filed on November 5, 2014.
    

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SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. BANK NATIONAL ASSOCIATION, a national banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of St. Paul, State of Minnesota on the 2nd of July, 2015.

By:    /s/ Donald T. Hurrelbrink________
Donald T. Hurrelbrink
Vice President


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Exhibit 2

4




Exhibit 3


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Exhibit 6

CONSENT


In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.


Dated: July 2, 2015


By:    /s/ Donald T. Hurrelbrink_________
Donald T. Hurrelbrink
Vice President

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Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 3/31/2015

($000’s)
 
3/31/2015
Assets
 
Cash and Balances Due From Depository Institutions
$
14,048,386

Securities
101,980,067

Federal Funds
48,958

Loans & Lease Financing Receivables
248,152,881

Fixed Assets
4,794,618

Intangible Assets
12,898,132

Other Assets
23,440,131

Total Assets
$
405,363,173

 
 
Liabilities
 
Deposits
297,444,787

Fed Funds
1,856,185

Treasury Demand Notes

Trading Liabilities
1,179,175

Other Borrowed Money
46,898,693

Acceptances

Subordinated Notes and Debentures
3,650,000

Other Liabilities
12,682,543

Total Liabilities
363,711,383

 
 
Equity
 
Common and Preferred Stock
18,200

Surplus
14,266,400

Undivided Profits
26,511,651

Minority Interest in Subsidiaries
855,539

Total Equity Capital
41,651,790

 
 
Total Liabilities and Equity Capital
405,363,173



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