EX-25.4 17 dex254.htm FORM T-1, AMENDED AND RESTATED DECLARATION OF TRUST, TORCHMARK CAPITAL TRUST IV Form T-1, Amended and Restated Declaration of Trust, Torchmark Capital Trust IV

Exhibit 25.4

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 TRUST COMPANY, N.A.

(Exact name of trustee as specified in its charter)

 

  _____________________________________                95-3571558
 

(Jurisdiction of incorporation or

organization if not a U.S. national bank)

  

(I.R.S. Employer

Identification Number)

 

700 SOUTH FLOWER STREET, 2nd FLOOR

LOS ANGELES, CALIFORNIA

       90017
  (Address of principal executive offices)    (Zip Code)

 


TORCHMARK CAPITAL TRUST IV

(Exact name of obligor as specified in its charter)

 

              DELAWARE                20-4759834
 

(State or other jurisdiction of

Incorporation or organization)

  

(I.R.S. Employer

Identification Number)

 

c/o TORCHMARK CORPORATION

3700 SOUTH STONEBRIDGE DRIVE

McKINNEY, TEXAS

       75070
  (Address of principal executive offices)    (Zip Code)

PREFERRED 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.
   Comptroller of the Currency U. S. Department of the Treasury Washington, DC 20219 Federal Reserve Bank, San Francisco, CA 94105 Federal Deposit Insurance Corporation, Washington, D.C. 20429
   (b) Whether it is authorized to exercise corporate trust powers.
   Yes.
ITEM 2.    AFFILIATIONS WITH THE 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 part of this statement of eligibility. Exhibits identified in parentheses below, already 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(c).
   1. A copy of the articles of association of The Bank of New York Trust Company, N.A. (Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121948).
   2. A copy of the 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. 333-121948).
   4. A copy of the existing bylaws of the trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-121948).
   5. Not applicable.
   6. Consent of the Trustee required by Section 321(b) of the Act.
   7. A copy of the latest report of condition of the trustee published pursuant to law or the requirements of the Trustee’s supervising or examining authority.
   8. Not applicable.
   9. Not applicable.


SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939 the trustee, The Bank of New York 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 and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Birmingham, State of Alabama, on the 26th day of April, 2006.

 

THE BANK OF NEW YORK TRUST COMPANY, N.A.
By:  

/s/ Charles S. Northen, IV

  Charles S. Northen, IV
  Vice President


EXHIBIT 6

CONSENT OF TRUSTEE

Pursuant to the requirements of Section 321(b) of the Trust Indenture Act of 1939, in connection with the proposed issue of PREFERRED SECURITIES by Torchmark Capital Trust IV, we hereby consent that reports of examinations by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon request thereof.

Dated: April 26, 2006

 

THE BANK OF NEW YORK TRUST COMPANY, N.A.
By:  

/s/ Charles S. Northen, IV

  Charles S. Northen, IV
  Vice President


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 December 31, 2005, 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

     9,859

Interest-bearing balances

     0

Securities:

  

Held-to-maturity securities

     70

Available-for-sale securities

     62,079

Federal funds sold and securities purchased under agreements to resell:

  

Federal funds sold

     38,000

Securities purchased under agreements to resell

     105,100

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)

     4,113

Other real estate owned

     0

Investments in unconsolidated subsidiaries and associated companies

     0

Customers’ liability to this bank on acceptances outstanding

     .0

Intangible assets:

  

Goodwill

     265,964

Other Intangible Assets

     16,292

Other assets

     39,519
      

Total assets

   $ 540,996
      


LIABILITIES   

Deposits:

  

In domestic offices

     7,729  

Noninterest-bearing

     7,729  

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)

     58,000  

Not applicable

  

Bank’s liability on acceptances executed and outstanding

     0  

Subordinated notes and debentures

     0  

Other liabilities

     68,953  

Total liabilities

   $ 134,682  

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)

     321,520  

Retained earnings

     84,070  

Accumulated other comprehensive income

     (276 )

Other equity capital components

     0  

Total equity capital

   $ 406,314  
        

Total liabilities, minority interest, and equity capital

   $ 540,996  
        

I, William J. Winkelmann, 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.

William J. Winkelmann ) Vice President