EX-25.1 7 h64613exv25w1.htm EX-25.1 exv25w1
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)           
 
THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A.
(Exact name of trustee as specified in its charter)
     
 
  95-3571558
(State of incorporation
  (I.R.S. employer
if not a U.S. national bank)
  identification no.)
 
    
700 South Flower Street
    
Suite 500
    
Los Angeles, California
  90017
(Address of principal executive offices)
  (Zip code)
 
BASIC ENERGY SERVICES, INC.
(Exact name of obligor as specified in its charter)
     
Delaware
  54-2091194
(State or other jurisdiction of
  (I.R.S. employer
incorporation or organization)
  identification no.)
 
    
500 W Illinois, Suite 100
    
Midland, Texas
  79701
(Address of principal executive offices)
  (Zip code)
 
Senior and Subordinated Securities
(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
Comptroller of the Currency
United States Department of the Treasury
  Washington, D.C. 20219
 
    
Federal Reserve Bank
  San Francisco, California 94105
 
    
Federal Deposit Insurance Corporation
  Washington, D.C. 20429
  (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 articles of association of The Bank of New York Mellon Trust Company, N.A., formerly known as The Bank of New York Trust Company, N.A. (Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121948 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-152875).
 
  2.   A copy of certificate of authority of the trustee to commence business. (Exhibit 2 to Form T-1 filed with Registration Statement No.
 
      333-121948).
 
  3.   A copy of the authorization of the trustee to exercise corporate trust powers (Exhibit 3 to Form T-1 filed with Registration Statement No. 333-152875).

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  4.   A copy of the existing by-laws of the trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-152875).
 
  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. 333-152875).
 
  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 Mellon Trust Company, N.A., a banking association organized and existing under the laws of the United States of America, has duly caused this statement of eligibility to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Houston, and State of Texas, on the 23rd day of October, 2008.
         
  THE BANK OF NEW YORK MELLON
TRUST COMPANY, N.A.
 		  
  By:   /S/ BRIAN ECHAUSSE    
  Name:   BRIAN ECHAUSSE   
  Title:   ASSISTANT TREASURER   
 

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EXHIBIT 7
Consolidated Report of Condition of
THE BANK OF NEW YORK TRUST COMPANY, N.A.
of 700 South Flower Street, Suite 200, Los Angeles, CA 90017
     At the close of business June 30, 2008, published in accordance with Federal regulatory authority instructions.
         
    Dollar Amounts  
    in Thousands  
ASSETS
        
 
        
Cash and balances due from depository institutions:
        
Noninterest-bearing balances and currency and coin
     1,964  
Interest-bearing balances
     0  
Securities:
        
Held-to-maturity securities
     35  
Available-for-sale securities
     295,737  
Federal funds sold and securities purchased under agreements to resell:
        
Federal funds sold
     34,400  
Securities purchased under agreements to resell
     90,123  
Loans and lease financing receivables:
        
Loans and leases held for sale
     0  
Loans and leases, net of unearned income
     0  
LESS: Allowance for loan and lease losses
     0  
Loans and leases, net of unearned income and allowance
     0  
Trading assets
     0  
Premises and fixed assets (including capitalized leases)
     12,357  
Other real estate owned
     0  
Investments in unconsolidated subsidiaries and associated companies
     0  
Not applicable
        
Intangible assets:
        
Goodwill
     876,153  
Other intangible assets
     286,743  
Other assets
     140,067  
 
      
Total assets
   $ 1,737,579  
 
      

 

 

         
    Dollar Amounts  
    in Thousands  
LIABILITIES
        
 
        
Deposits:
        
In domestic offices
     1,406  
Noninterest-bearing
     1,406  
Interest-bearing
     0  
Not applicable
        
Federal funds purchased and securities sold under agreements to repurchase:
        
Federal funds purchased
     0  
Securities sold under agreements to repurchase
     0  
Trading liabilities
     0  
Other borrowed money:
        
(includes mortgage indebtedness and obligations under capitalized leases)
     218,691  
Not applicable
        
Not applicable
        
Subordinated notes and debentures
     0  
Other liabilities
     132,014  
Total liabilities
     352,111  
Minority interest in consolidated subsidiaries
     0  
 
        
EQUITY CAPITAL
        
 
        
Perpetual preferred stock and related surplus
     0  
Common stock
     1,000  
Surplus (exclude all surplus related to preferred stock)
     1,121,520  
Retained earnings
     262,078  
Accumulated other comprehensive income
     870  
Other equity capital components
     0  
 
      
Total equity capital
     1,385,468  
 
      
Total liabilities, minority interest, and equity capital
     1,737,579  
 
      
     I, Karen Bayz, Vice President of the above-named bank do hereby declare that the Reports of Condition and Income (including the supporting schedules) for this report date have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true to the best of my knowledge and belief.
     Karen Bayz      )           Vice President
     We, the undersigned directors (trustees), attest to the correctness of the Report of Condition (including the supporting schedules) for this report date 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.
                 
 
  Michael K. Klugman, President     )      
 
  Frank P. Sulzberger, MD     )          Directors (Trustees)
 
  William D. Lindelof, VP     )