EX-25.1 71 y07746exv25w1.txt FORM T-1 STATEMENT OF ELIGIBILITY 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) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) A National Banking Association 94-1347393 (Jurisdiction of incorporation or (I.R.S. Employer organization if not a U.S. national Identification No.) bank) 101 North Phillips Avenue Sioux Falls, South Dakota 57104 (Address of principal executive offices) (Zip code) Wells Fargo & Company Law Department, Trust Section MAC N9305-175 Sixth Street and Marquette Avenue, 17th Floor Minneapolis, Minnesota 55479 (612) 667-4608 (Name, address and telephone number of agent for service) ----------------------------- ALPHA NATURAL RESOURCES, LLC1 ALPH NATURAL RESOURCES CAPITAL CORP. (Exact name of obligor as specified in its charter) Delaware 56-2298262 Delaware 41-2136215 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 406 West Main Street Abingdon, VA 24210 (Address of principal executive offices) (Zip code) ----------------------------- 10% Senior Notes Due 2012 (Title of the indenture securities) ================================================================================ 1 See Table 1 - List of additional obligors Table 1
Exact Name of State or Other Address, Including Zip Code Registrantas Specified Jurisdiction of I.R.S. Employer and Telephone Number, in its Charter Incorporation or Identification Including Area Code of, Organization Number Registrants Principal Executive Offices Alpha Coal Sales Co., LLC Delaware 16-1641207 One Energy Place, Ste 1000 Latrobe, PA 15650 (724) 537-5731 406 West Main Street Alpha Land and Reserves, Delaware 57-1136960 Abingdon, VA 24210 LLC (276) 619-4410 406 West Main Street Alpha Natural Resources Delaware 27-0075099 Abingdon, VA 24210 Services, LLC (276) 619-4410 406 West Main Street Alpha NR Holding, Inc. Delaware 02-0590704 Abingdon, VA 24210 (276) 619-4410 406 West Main Street Alpha NR Ventures, Inc. Delaware 59-3796841 Abingdon, VA 24210 (276) 619-4410 406 West Main Street Alpha Terminal Company, LLC Delaware 55-0802473 Abingdon, VA 24210 (276) 619-4410 406 West Main Street AMFIRE, LLC Delaware 51-0430939 Abingdon, VA 24210 (276) 619-4410 406 West Main Street AMFIRE Holdings, Inc. Delaware 11-3673814 Abingdon, VA 24210 (276) 619-4410 One Energy Place, Suite 2800 AMFIRE Mining Company, LLC Delaware 11-3673833 Latrobe, PA 15650 (724) 537-5731 406 West Main Street AMFIRE WV, L.P. Delaware 56-2312151 Abingdon, VA 24210 (276) 619-4410 406 West Main Street ANR Holdings, LLC Delaware 11-3673839 Abingdon, VA 24210 (276) 619-4410 406 West Main Street Black Dog Coal Corp. Virginia 54-1686572 Abingdon, VA 24210 (276) 619-4410 25 Little Birch Rd. Brooks Run Mining Company, Delaware 52-2070922 Sutton, WV 26601 LLC (304) 765-4006 Rt. 2, Box 73 Dickenson-Russell Coal Delaware 54-2079085 Cleveland, VA 24225 Company, LLC (276) 889-6100 1014 Laurel Avenue Enterprise Mining Company, Delaware 38-3671602 Coeburn, VA 24230 LLC (276) 395-3316 Rt. 2, Box 73 Esperanza Coal Co., LLC Delaware 06-1652549 Cleveland, VA 24225 (276) 889-6100 43 County Line Road 6700 GTTC LLC New Mexico 91-1765387 Waterflow, NM 87421 (505) 598-9694 Route 10 Herndon Processing West Virginia 51-0442749 Herndon, WV 24726 Company, LLC (304) 294-4565
Route 97 Kepler Processing Company, West Virginia 51-0442560 Pineville, WV 24844 LLC (304) 732-6452 Rt. 1 Box 294C Kingwood Mining Company, Delaware 57-1148058 Newburg, WV 26410 LLC (304) 568-2466 Rural Route 1/5 Litwar Processing Company, West Virginia 51-0442687 Litwar, WV 24844 LLC (304) 938-2922 12003 Virginia Boulevard Maxxim Rebuild Co., LLC Delaware 01-0749355 Ashland, KY 41102 (606) 928-7911 406 West Main Street Maxxim Shared Services, LLC Delaware 55-0814342 Abingdon, VA 24210 (276) 619-4410 406 West Main Street Maxxum Carbon Resources, Delaware 55-0802477 Abingdon, VA 24210 LLC (276) 619-4410 P.O. Box 1226 McDowell-Wyoming Coal Delaware 54-2079104 Welch, WV 24801 Company LLC (304) 436-8451 4424 County Road 120 NatCoal LLC Colorado 84-1309669 Hesperus, CO 81326-9545 (970) 385-4528 1014 Laurel Avenue Paramont Coal Company Delaware 56-2298367 Coeburn, VA 24230 Virginia, LLC (276) 395-3316 Route 10 Riverside Energy Company, West Virginia 51-0442691 Pineville, WV 24874 LLC (304) 732-6422 Solomons Mining Company West Virginia 55-0680485 P.O. Box 989 Phelps, KY 41533 (606) 432-7168
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 Treasury Department Washington, D.C. Federal Deposit Insurance Corporation Washington, D.C. Federal Reserve Bank of San Francisco San Francisco, California 94120 (b) Whether it is authorized to exercise corporate trust powers. The trustee is authorized to exercise corporate trust powers. Item 2. Affiliations with Obligor. If the obligor is an affiliate of the -------------------------- trustee, describe each such affiliation. None with respect to the trustee. No responses are included for Items 3-14 of this Form T-1 because the obligor is not in default as provided under Item 13. Item 15. Foreign Trustee. Not applicable. ---------------- Item 16. List of Exhibits. List below all exhibits filed as a part of this ----------------- Statement of Eligibility. Exhibit 1. A copy of the Articles of Association of the trustee now in effect.* Exhibit 2. A copy of the Comptroller of the Currency Certificate of Corporate Existence and Fiduciary Powers for Wells Fargo Bank, National Association, dated February 4, 2004.** Exhibit 3. See Exhibit 2 Exhibit 4. Copy of By-laws of the trustee as now in effect.*** Exhibit 5. Not applicable. Exhibit 6. The consent of the trustee required by Section 321(b) of the Act. Exhibit 7. A copy of the latest report of condition of the trustee published pursuant to law or the requirements of its supervising or examining authority. Exhibit 8. Not applicable. Exhibit 9. Not applicable. * Incorporated by reference to the exhibit of the same number to the trustee's Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of Trans-Lux Corporation file number 022-28721. ** Incorporated by reference to the exhibit of the same number to the trustee's Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of Trans-Lux Corporation file number 022-28721. *** Incorporated by reference to the exhibit of the same number to the trustee's Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of Trans-Lux Corporation file number 022-28721. SIGNATURE Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo 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 to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Middletown and State of Connecticut on the 11th day of April 2005. WELLS FARGO BANK, NATIONAL ASSOCIATION /s/ Joseph P. O'Donnell ------------------------------------- Joseph P. O'Donnell Assistant Vice President EXHIBIT 6 April 11, 2005 Securities and Exchange Commission Washington, D.C. 20549 Gentlemen: In accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, the undersigned hereby consents that reports of examination of the undersigned made by Federal, State, Territorial, or District authorities authorized to make such examination may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor. Very truly yours, WELLS FARGO BANK, NATIONAL ASSOCIATION /s/ Joseph P. O'Donnell -------------------------------------- Joseph P. O'Donnell Assistant Vice President Exhibit 7 Consolidated Report of Condition of Wells Fargo Bank National Association of 101 North Phillips Avenue, Sioux Falls, SD 57104 And Foreign and Domestic Subsidiaries, at the close of business December 31, 2004, filed in accordance with 12 U.S.C.ss.161 for National Banks.
Dollar Amounts In Millions -------- ASSETS Cash and balances due from depository institutions: Noninterest-bearing balances and currency and coin $ 12,653 Interest-bearing balances 3,281 Securities: Held-to-maturity securities 0 Available-for-sale securities 28,571 Federal funds sold and securities purchased under agreements to resell: Federal funds sold in domestic offices 2,544 Securities purchased under agreements to resell 1,114 Loans and lease financing receivables: Loans and leases held for sale 33,027 Loans and leases, net of unearned income 246,371 LESS: Allowance for loan and lease losses 2,428 Loans and leases, net of unearned income and allowance 243,943 Trading Assets 7,177 Premises and fixed assets (including capitalized leases) 3,386 Other real estate owned 134 Investments in unconsolidated subsidiaries and associated companies 343 Customers' liability to this bank on acceptances outstanding 137 Intangible assets Goodwill 8,614 Other intangible assets 8,582 Other assets 12,750 -------- Total assets $366,256 ======== LIABILITIES Deposits: In domestic offices $264,717 Noninterest-bearing 78,210 Interest-bearing 186,507 In foreign offices, Edge and Agreement subsidiaries, and IBFs 16,987 Noninterest-bearing 4 Interest-bearing 16,983 Federal funds purchased and securities sold under agreements to repurchase: Federal funds purchased in domestic offices 10,533 Securities sold under agreements to repurchase 3,258
Dollar Amounts In Millions --------------- Trading liabilities 4,727 Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases) 14,870 Bank's liability on acceptances executed and outstanding 137 Subordinated notes and debentures 5,119 Other liabilities 11,158 ------- Total liabilities $331,506 Minority interest in consolidated subsidiaries 55 EQUITY CAPITAL Perpetual preferred stock and related surplus 0 Common stock 520 Surplus (exclude all surplus related to preferred stock) 24,521 Retained earnings 8,976 Accumulated other comprehensive income 678 Other equity capital components 0 -------- Total equity capital 34,695 Total liabilities, minority interest, and equity capital -------- $366,256 ========
I, Karen B. Martin, Vice President of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true to the best of my knowledge and belief. Karen B. Martin Vice President We, the undersigned directors, attest to the correctness of this Report of Condition 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. John Stumpf Carrie Tolstedt Directors Pat Callahan