EX-25.1 8 dex251.htm FORM T-1 STATEMENT OF ELIGIBILTY CITIBANK,N.A. Prepared by R.R. Donnelley Financial -- FORM T-1 STATEMENT OF ELIGIBILTY CITIBANK,N.A.
 
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)
 

 
CITIBANK, N.A.
(Exact name of trustee as specified in its charter)
 
   
13-5266470
   
(I.R.S. employer identification no.)
399 Park Avenue, New York, New York
 
10043
(Address of principal executive office)
 
(Zip Code)
 

 
R. R. DONNELLEY & SONS COMPANY
(Exact name of obligor as specified in its charter)
 
Delaware
 
36-1004130
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. employer
identification no.)
77 W. Wacker Drive
 
60601
Chicago, Illinois
(Address of principal executive offices)
 
(Zip Code)
 

 
DEBT SECURITIES
(Title of the indenture securities)


 
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.
 
Name

  
Address

Comptroller of the Currency
  
Washington, D.C.
Federal Reserve Bank of New York
  
New York, NY
33 Liberty Street
New York, NY
    
Federal Deposit Insurance Corporation
  
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.
 
Item 16.    List of Exhibits.
 
List below all exhibits filed as a part of this Statement of Eligibility.
Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as exhibits hereto.
Exhibit 1—Copy of Articles of Association of the Trustee, as now in effect. (Exhibit 1 to T-1 to Registration Statement No. 2-79983)
Exhibit 2—Copy of certificate of authority of the Trustee to commence business. (Exhibit 2 to T-1 to Registration Statement No. 2-29577)
Exhibit 3—Copy of authorization of the Trustee to exercise corporate trust powers. (Exhibit 3 to T-1 to Registration Statement No. 2-55519)
Exhibit 4—Copy of existing By-Laws of the Trustee. (Exhibit 4 to T-1 to Registration Statement No. 33-34988)
Exhibit 5—Not applicable.


 
Exhibit 6—The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939. (Exhibit 6 to T-1 to Registration Statement No. 33-19227.)
Exhibit 7—Copy of the latest Report of Condition of Citibank, N.A. (as of September 30, 2001—attached).
Exhibit 8—Not applicable.
Exhibit 9—Not applicable.
 

 
SIGNATURE
 
Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee, Citibank, N.A., 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 New York and State of New York, on the 21st day of February, 2002.
 
CITIBANK, N.A.
By:
 
/s/    P. DEFELICE                

   
Vice President


Charter No. 1461
Comptroller of the Currency
Northeastern District
 
REPORT OF CONDITION CONSOLIDATING DOMESTIC AND FOREIGN SUBSIDIARIES OF Citibank, N.A. of New York in the State of New York, at the close of business on September 30, 2001, published in response to call made by Comptroller of the Currency, under Title 12, United States Code, Section 161. Charter Number 1461 Comptroller of the Currency Northeastern District.
 
    
Thousands of dollars

 
ASSETS
      
Cash and balances due from depository institutions:
        
Noninterest-bearing balances and currency and coin
  
$
12,723,000
 
Interest-bearing balances
  
 
15,986,000
 
Held-to-maturity securities
  
 
0
 
Available-for-sale securities
  
 
42,250,000
 
Federal funds sold and securities purchased under agreements to resell
  
 
28,213,000
 
Loans and leases held for sale
  
 
6,795,000
 
Loans and lease financing receivables:
        
Loans and Leases, net of unearned income
  
 
251,317,000
 
LESS: Allowance for loan and lease losses
  
 
4,691,000
 
Loans and leases, net of unearned income, allowance, and reserve
  
 
246,626,000
 
Trading assets
  
 
34,574,000
 
Premises and fixed assets (including capitalized leases)
  
 
3,927,000
 
Other real estate owned
  
 
232,000
 
Investments in unconsolidated subsidiaries and associated companies
  
 
813,000
 
Customers’ liability to this bank on acceptances outstanding
  
 
944,000
 
Intangible assets:
        
Goodwill
  
 
3,738,000
 
Intangible assets:
        
Other intangible assets
  
 
3,402,000
 
Other assets
  
 
24,063,000
 
    


TOTAL ASSETS
  
$
424,286,000
 
    


LIABILITIES
      
Deposits:
        
In domestic offices
  
$
90,996,000
 
Noninterest—bearing
  
 
16,729,000
 
Interest—bearing
  
 
74,267,000
 
In foreign offices, Edge and Agreement subsidiaries, and IBFs
  
 
206,485,000
 
Noninterest—bearing
  
 
14,474,000
 
Interest—bearing
  
 
192,011,000
 
Federal funds purchased and securities sold under agreements to repurchase
  
 
21,926,000
 
Demand notes issued to the U.S. Treasury
  
 
0
 
Trading liabilities
  
 
19,036,000
 
Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases): ss
  
 
23,128,000
 
Bank’s liability on acceptances executed and outstanding
  
 
944,000
 
Subordinated notes and debentures
  
 
9,350,000
 
Other liabilities
  
 
21,755,000
 
    


TOTAL LIABILITIES
  
.$
393,620,000
 
    


Minority interest in consolidated Subsidiaries
  
 
204,000
 
EQUITY CAPITAL
        
Perpetual preferred stock and related surplus
  
 
350,000
 
Common stock
  
 
751,000
 
Surplus
  
 
12,843,000
 
Retained Earnings
  
 
17,625,000
 
Accumulated net gains (losses) on cash flow hedges
  
 
(1,107,000
)
Other equity capital components
  
 
0
 
    


TOTAL EQUITY CAPITAL
  
$
30,462,000
 
    


TOTAL LIABILITIES AND EQUITY CAPITAL
  
$
424,286,000
 
    


4


 
I, Roger W. Trupin, Controller 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.
 
 
RO
GER W. TRUPIN
 
CO
NTROLLER
 
We, the undersigned directors, attest to the correctness of this Report of Condition. 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.
 
 
AL
AN S. MACDONALD
 
WI
LLIAM R. RHODES
 
VI
CTOR J. MENEZES
 
DI
RECTORS

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