EX-25.1 9 y90408exv25w1.txt FORM T-1 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 (Exact name of trustee as specified in its charter) New York 13-5160382 (State of incorporation (I.R.S. employer if not a U.S. national bank) identification no.) One Wall Street, New York, N.Y. 10286 (Address of principal executive offices) (Zip code) --------------------------- WCI Communities, Inc. (Exact name of obligor as specified in its charter) Delaware 59-2857021 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- Bay Colony-Gateway, Inc. (Exact name of obligor as specified in its charter) Delaware 36-4025714 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- Financial Resources Group, Inc. (Exact name of obligor as specified in its charter) Florida 59-3279648 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- First Fidelity Title, Inc. (Exact name of obligor as specified in its charter) Delaware 59-3321774 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- Florida Lifestyle Management Company (Exact name of obligor as specified in its charter) Florida 59-1505694 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- Livingston Road, Inc. (Exact name of obligor as specified in its charter) Florida 59-3658689 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- Sun City Center Golf Properties, Inc. (Exact name of obligor as specified in its charter) Delaware 59-3439449 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- Sun City Center Realty, Inc. (Exact name of obligor as specified in its charter) Florida 59-1581628 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- Watermark Realty, Inc. (Exact name of obligor as specified in its charter) Delaware 65-0619884 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) -2- --------------------------- The Colony at Pelican Landing Golf Club, Inc. (Exact name of obligor as specified in its charter) Florida 59-2415982 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) --------------------------- Communities Amenities, Inc. (Exact name of obligor as specified in its charter) Florida 59-3431364 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Communities Home Builders, Inc. (Exact name of obligor as specified in its charter) Florida 59-3431554 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Gateway Communications Services, Inc. (Exact name of obligor as specified in its charter) Florida 65-0133017 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) JYC Holdings, Inc. (Exact name of obligor as specified in its charter) Florida 59-3555684 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Marbella at Pelican Bay, Inc. (Exact name of obligor as specified in its charter) Florida 65-0738244 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Pelican Landing Golf Resort Ventures, Inc. (Exact name of obligor as specified in its charter) Delaware 59-3543449 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) -3- Sarasota Tower, Inc. (Exact name of obligor as specified in its charter) Florida 65-1012613 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Tarpon Cove Yacht & Racquet Club, Inc. (Exact name of obligor as specified in its charter) Florida 59-3413469 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Tiburon Golf Ventures, Inc. (Exact name of obligor as specified in its charter) Delaware 59-3515983 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Watermark Realty Referral, Inc. (Exact name of obligor as specified in its charter) Florida 59-3227694 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) WCI Communities Property Management, Inc. (Exact name of obligor as specified in its charter) Florida 65-0734347 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) WCI Golf Group, Inc. (Exact name of obligor as specified in its charter) Florida 59-3518710 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) WCI Realty, Inc. (Exact name of obligor as specified in its charter) Florida 59-3408628 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) -4- Bay Colony Realty Associates, Inc. (Exact name of obligor as specified in its charter) Florida 65-0227049 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Bay Colony of Naples, Inc. (Exact name of obligor as specified in its charter) Florida 65-0323732 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Coral Ridge Communities, Inc. (Exact name of obligor as specified in its charter) Florida 65-0615045 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Coral Ridge Properties, Inc. (Exact name of obligor as specified in its charter) Florida 25-1184789 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Coral Ridge Realty, Inc. (Exact name of obligor as specified in its charter) Florida 59-0980280 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Coral Ridge Realty Sales, Inc. (Exact name of obligor as specified in its charter) Florida 59-2103316 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Florida Design Communities, Inc. (Exact name of obligor as specified in its charter) Florida 65-0585945 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) -5- Florida National Properties, Inc. (Exact name of obligor as specified in its charter) Florida 65-0615052 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Gateway Communities, Inc. (Exact name of obligor as specified in its charter) Florida 59-2167649 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Gateway Realty Sales, Inc. (Exact name of obligor as specified in its charter) Florida 59-2741697 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Heron Bay, Inc. (Exact name of obligor as specified in its charter) Florida 65-0540040 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Heron Bay Golf Course Properties, Inc. (Exact name of obligor as specified in its charter) Florida 65-0583106 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Pelican Bay Properties, Inc. (Exact name of obligor as specified in its charter) Florida 59-1906557 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Pelican Landing Communities, Inc. (Exact name of obligor as specified in its charter) Florida 25-1629089 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) -6- Pelican Landing Properties, Inc. (Exact name of obligor as specified in its charter) Florida 25-1629086 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Pelican Marsh Properties, Inc. (Exact name of obligor as specified in its charter) Florida 65-0348731 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Tarpon Cove Realty, Inc. (Exact name of obligor as specified in its charter) Florida 59-2000931 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) WCI Homes, Inc. (Exact name of obligor as specified in its charter) Florida 59-3557486 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Communities Finance Company, LLC (Exact name of obligor as specified in its charter) Delaware 65-1062263 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) WCI Capital Corporation (Exact name of obligor as specified in its charter) Florida 65-1108622 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) Community Specialized Services, Inc. (Exact name of obligor as specified in its charter) Florida 59-3740762 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) -7- WCI Architecture & Land Planning, Inc. (Exact name of obligor as specified in its charter) Florida 02-0570572 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification no.) 24301 Walden Center Drive Bonita Springs, Florida 34134 (Address of principal executive offices) (Zip code) --------------------------- 7-7/8% Senior Subordinated Notes due 2013 (Title of the indenture securities) = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = = -8- 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 2 Rector Street, New York, State of 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 Washington, D.C. 20429 Corporation New York Clearing House New York, New York 10005 Association
(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. -9- 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 11th day of December, 2003. THE BANK OF NEW YORK By: /S/ ROBERT A. MASSIMILLO ------------------------------------- Name: ROBERT A. MASSIMILLO Title: VICE PRESIDENT -10- 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 September 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 ASSETS In Thousands Cash and balances due from depository institutions: Noninterest-bearing balances and currency and coin ................. $ 3,688,426 Interest-bearing balances .......... 4,380,259 Securities: Held-to-maturity securities ........ 270,396 Available-for-sale securities ...... 21,509,356 Federal funds sold in domestic offices 1,269,945 Securities purchased under agreements to resell .......................... 5,320,737 Loans and lease financing receivables: Loans and leases held for sale ..... 629,178 Loans and leases, net of unearned income............................. 38,241,326 LESS: Allowance for loan and lease losses....................... 813,502 Loans and leases, net of unearned income and allowance .............. 37,427,824 Trading Assets ....................... 6,323,529 Premises and fixed assets (including capitalized leases) ................ 938,488 Other real estate owned .............. 431 Investments in unconsolidated subsidiaries and associated companies .......................... 256,230 Customers' liability to this bank on acceptances outstanding ............ 191,307 Intangible assets Goodwill .......................... 2,562,478 Other intangible assets ........... 798,536 Other assets ......................... 6,636,012 -----------
Total assets ......................... $92,203,132 =========== LIABILITIES Deposits: In domestic offices ................ $35,637,801 Noninterest-bearing................. 15,795,823 Interest-bearing.................... 19,841,978 In foreign offices, Edge and Agreement subsidiaries, and IBFs .. 23,759,599 Noninterest-bearing................. 599,397 Interest-bearing.................... 23,160,202 Federal funds purchased in domestic offices ............................ 464,907 Securities sold under agreements to repurchase ......................... 693,638 Trading liabilities .................. 2,634,445 Other borrowed money: (includes mortgage indebtedness and obligations under capitalized leases) ............................ 11,168,402 Bank's liability on acceptances executed and outstanding ........... 193,690 Subordinated notes and debentures .... 2,390,000 Other liabilities .................... 6,573,955 ----------- Total liabilities .................... $83,516,437 =========== Minority interest in consolidated subsidiaries ....................... 519,418 EQUITY CAPITAL Perpetual preferred stock and related surplus ............................ 0 Common stock ......................... 1,135,284 Surplus .............................. 2,057,234 Retained earnings .................... 4,892,597 Accumulated other comprehensive income 82,162 Other equity capital components ...... 0 ----------- Total equity capital ................. 8,167,277 ----------- Total liabilities minority interest and equity capital ................. $92,203,132 ===========
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 Directors Alan R. Griffith --------------------------------------------------------------------------------