EX-25.1 10 exhibit25-1formtx1.htm EXHIBIT25.1FORMT1 Exhibit25-1FormT-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)
                    
Wally Jones
U.S. Bank National Association
150 Fourth Ave, North – 2nd Floor
Nashville, Tennessee
(615) 251-0733
(Name, address and telephone number of agent for service)
                                                       
U.S. Concrete, Inc.
and the Guarantors listed on Schedule A hereto
(Issuer with respect to the Securities)
Delaware
76-0586680
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
 
 

331 North Main Street
Euless, Texas

76039
(Address of Principal Executive Offices)
(Zip Code)
    
9.5% Senior Secured Notes Due 2015
Guarantees of 9.5% Senior Secured Notes Due 2015
(Title of the Indenture Securities)




SCHEDULE A 

 
 
State or Other
 
 
I.R.S.
 
 
Jurisdiction of
 
 
Employer
 
 
Incorporation or
 
 
Identification
Name
 
Organization
 
 
Number
Alberta Investments, Inc.
 
Texas
 
 
75-1941497
Alliance Haulers, Inc.
 
Texas
 
 
75-2683236
American Concrete Products, Inc.
 
California
 
 
94-2623187
Atlas Redi-Mix, LLC
 
Texas
 
 
27-0243123
Atlas-Tuck Concrete, Inc.
 
Oklahoma
 
 
73-0741542
Beall Concrete Enterprises, LLC
 
Texas
 
 
76-0643536
Beall Industries, Inc.
 
Texas
 
 
75-2052872
Beall Investment Corporation, Inc.
 
Delaware
 
 
51-0399865
Beall Management, Inc.
 
Texas
 
 
75-2879839
Bode Concrete LLC
 
California
 
 
05-0612900
Bode Gravel Co.
 
California
 
 
94-0330590
Breckenridge Ready Mix, Inc.
 
Texas
 
 
75-1172482
Central Concrete Supply Co., Inc.
 
California
 
 
94-1181859
Central Precast Concrete, Inc.
 
California
 
 
94-1459358
Concrete Acquisition IV, LLC
 
Delaware
 
 
27-1015720
Concrete Acquisition V, LLC
 
Delaware
 
 
27-1015777
Concrete Acquisition VI, LLC
 
Delaware
 
 
27-1015840
Concrete XXXIV Acquisition, Inc.
 
Delaware
 
 
20-4166167
Concrete XXXV Acquisition, Inc.
 
Delaware
 
 
20-4166206
Concrete XXXVI Acquisition, Inc.
 
Delaware
 
 
20-4166240
Eastern Concrete Materials, Inc.
 
New Jersey
 
 
22-1521165
Hamburg Quarry Limited Liability Company
 
New Jersey
 
 
27-0373592
Ingram Concrete, LLC
 
Texas
 
 
83-0486753
Kurtz Gravel Company
 
Michigan
 
 
38-1565952
Local Concrete Supply & Equipment, LLC
 
Delaware
 
 
26-3456597
Master Mix, LLC
 
Delaware
 
 
26-1668532
Master Mix Concrete, LLC
 
New Jersey
 
 
26-3800135
MG, LLC
 
Maryland
 
 
26-2169279
NYC Concrete Materials, LLC
 
Delaware
 
 
76-0630666
Pebble Lane Associates, LLC
 
Delaware
 
 
26-3456520
Redi-Mix Concrete, L.P.
 
Texas
 
 
20-0474765
Redi-Mix GP, LLC
 
Texas
 
 
none
Redi-Mix, LLC
 
Texas
 
 
83-0486751
Riverside Materials, LLC
 
Delaware
 
 
26-2863588
San Diego Precast Concrete, Inc.
 
Delaware
 
 
76-0616282
Sierra Precast, Inc.
 
California
 
 
94-2274227
Smith Pre-Cast, Inc.
 
Delaware
 
 
76-0630673
Superior Concrete Materials, Inc.
 
District of Columbia
 
 
52-1046503
Titan Concrete Industries, Inc.
 
Delaware
 
 
76-0616374
USC Atlantic, Inc.
 
Delaware
 
 
20-4166002
USC Management Co., LLC
 
Delaware
 
 
27-1015638
USC Payroll, Inc.
 
Delaware
 
 
76-0630665
USC Technologies, Inc.
 
Delaware
 
 
20-4166055
U.S. Concrete On-Site, Inc.
 
Delaware
 
 
76-0630662
U.S. Concrete Texas Holdings, Inc.
 
Delaware
 
 
20-4166120
The address of each of the guarantors is c/o U.S. Concrete, Inc., 331 North Main Street, Euless, Texas 76039.




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 September 30, 2012 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 S-4, Registration Number 333-166527 filed on May 5, 2010.







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 Nashville, Tennessee on the 31st of January, 2013.

By:    /s/ Wally Jones        
Wally Jones    
Vice President















Exhibit 2

CERTIFICATE OF CORPORATE EXISTENCE

I, Thomas J. Curry, Comptroller of the Currency, do hereby certify that:

1. The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.

2. “U.S. Bank National Association,” Cincinnati, Ohio (Charter No. 24), is a national banking association formed under the laws of the United States and is authorized thereunder to transact the business of banking on the date of this certificate.

IN TESTIMONY WHEREOF, today, May 9, 2012, I have hereunto subscribed my name and caused my seal of office to be affixed to these presents at the U.S. Department of the Treasury, in the City of Washington, District of Columbia.

/s/ Thomas J. Curry            
Comptroller of the Currency
 









Exhibit 3
CERTIFICATION OF FIDUCIARY POWERS

I, John Walsh, Acting Comptroller of the Currency, do hereby certify that:

1. The office of the Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.

2. “U.S. Bank National Association,” Cincinnati, Ohio (Charter No. 24), was granted, under the hand and seal of the Comptroller, the right to act in all fiduciary capacities authorized under the provisions of the Act of Congress approved September 28 1962, 76 Stat. 668, 12 USC 92a, and that the authority so granted remains in full force and effect on the date of this certificate.

IN TESTIMONY WHEREOF, today, September 14, 2011, I have hereunto subscribed my name and caused my seal of office to be affixed to these presents at the U.S. Department of the Treasury, in the City of Washington, District of Columbia.

/s/ John Walsh            
Acting Comptroller of the Currency











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: January 31, 2013


By:    /s/ Wally Jones            
Wally Jones
Vice President








Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 9/30/2012

($000’s)

9/30/2012

Assets
 
Cash and Balances Due From Depository Institutions
$
9,381,745

Securities
73,560,962

Federal Funds
73,560,962

Loans & Lease Financing Receivables
73,560,962

Fixed Assets
73,560,962

Intangible Assets
12,193,832

Other Assets
26,214,236

Total Assets
$
342,627,272

 
 
Liabilities
 
Deposits
$
248,628,028

Fed Funds
4,356,963

Treasury Demand Notes

Trading Liabilities
389,944

Other Borrowed Money
31,814,742

Acceptances

Subordinated Notes and Debentures
5,846,882

Other Liabilities
12,415,745

Total Liabilities
$
303,452,034

 
 
Equity
 
Common and Preferred Stock
18,200

Surplus
14,133,290

Undivided Profits
22,926,251

Minority Interest in Subsidiaries
$
2,097,497

Total Equity Capital
$
39,175,238

 
 
Total Liabilities and Equity Capital
$
342,627,272