EX-25.3 7 a05-22138_1ex25d3.htm STATEMENT OF ELIGIBILITY OF TRUSTEE

Exhibit 25.3

 

 

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)               

 


 

J. P. MORGAN TRUST COMPANY, NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)

 

 

 

95-4655078

(State of incorporation

 

(I.R.S. employer

if not a national bank)

 

identification No.)

 

 

 

1999 Avenue of the Stars

 

 

26th Floor

 

 

Los Angeles, California

 

90067

(Address of principal executive offices)

 

(Zip Code)

 

Robert M. Macallister

Vice President and Assistant General Counsel

J. P. Morgan Trust Company, National Association

c/o 1 Chase Manhattan Plaza, 25th Floor

New York, New York 10081

Tel:   (212) 552-1716

(Name, address and telephone number of agent for service)

 


 

HSBC FINANCE CORPORATION

(Exact name of obligor as specified in its charter)

 

Delaware

 

86-1052062

(State or other jurisdiction of

 

(I.R.S. employer

incorporation or organization)

 

identification No.)

 

 

 

2700 Sanders Road

 

 

Prospect Heights, Illinois

 

60070

(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.

 

Comptroller of the Currency, Washington, D.C.

Board of Governors of the Federal Reserve System, 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.

 

No responses are included for Items 3-15 of this Form T-1 because the Obligor is not in default as provided under Item 13.

 

Item 16.                 List of Exhibits.

 

List below all exhibits filed as part of this statement of eligibility.

 

Exhibit 1.                Articles of Association of the Trustee as Now in Effect (see Exhibit 1 to Form T-1 filed in connection with Form 8K of the Southern California Water Company filing, dated December 7, 2001, which is incorporated by reference).

 

Exhibit 2.                Certificate of Authority of the Trustee to Commence Business (see Exhibit 2 to Form T-1 filed in connection with Registration Statement No. 333-41329, which is incorporated by reference).

 

Exhibit 3.                Authorization of the Trustee to Exercise Corporate Trust Powers (contained in Exhibit 2).

 

Exhibit 4.                Existing By-Laws of the Trustee (see Exhibit 4 to Form T-1 filed in connection with Form 8K of the Southern California Water Company filing, dated December 7, 2001, which is incorporated by reference).

 

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

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee, J. P. Morgan Trust Company, National Association 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 Chicago, and State of Illinois, on the 12th day of December, 2005.

 

 

 

J. P. Morgan Trust Company, National Association

 

 

 

 

By

/s/ George N. Reaves

 

 

 

 

George N. Reaves

 

 

 

Authorized Officer

 

3



 

EXHIBIT 6

 

THE CONSENT OF THE TRUSTEE REQUIRED
BY SECTION 321(b) OF THE ACT

 

December 12, 2005

 

Securities and Exchange Commission

Washington, D.C.  20549

 

Ladies and Gentlemen:

 

In connection with the qualification of an indenture between HSBC Finance Corporation and J.P. Morgan Trust Company, National Association, as trustee, the undersigned, in accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, hereby consents that the reports of examinations of the undersigned, made by Federal or State authorities authorized to make such examinations, may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

 

 

Very truly yours,

 

 

 

J.P. Morgan Trust Company, National
Association

 

 

 

 

 

By

/s/ George N. Reaves

 

 

 

 

 

 

George N. Reaves

 

 

Vice President

 

4



 

Exhibit 7.               Report of Condition of the Trustee.

 

J. P. Morgan Trust Company, National Association

Statement of Condition

 

30-Sep-05

 

 

 

 

 

($000)

 

Hyperion Accounts to pick up

 

Assets

 

 

 

1105

 

Cash and Due From Banks

 

44,924

 

1200, 1400

 

Securities

 

214,539

 

1560

 

Loans and Leases

 

115,633

 

1600

 

Premises and Fixed Assets

 

7,396

 

19216

 

Intangible Assets

 

356,469

 

19194

 

Goodwill

 

202,094

 

1800, 19060, 19092, 19200, 19250

 

Other Assets

 

43,434

 

1999

 

Total Assets

 

984,489

 

 

 

 

 

 

 

 

 

Liabilities

 

 

 

2105

 

Deposits

 

119,305

 

2710

 

Other Liabilities

 

47,817

 

2800

 

Total Liabilities

 

167,122

 

 

 

 

 

 

 

 

 

Equity Capital

 

 

 

3100

 

Common Stock

 

600

 

3200

 

Surplus

 

701,587

 

3400, 3620

 

Retained Earnings

 

72,537

 

3520

 

Total Equity Capital

 

817,367

 

 

 

 

 

 

 

3900

 

Total Liabilities and Equity Capital

 

984,489

 

 

5



 

Exhibit 7 to Form T-1

 

Bank Call Notice

 

RESERVE DISTRICT NO. 2

CONSOLIDATED REPORT OF CONDITION OF

 

JPMorgan Chase Bank, N.A.

of 1111 Polaris Parkway, Columbus, Ohio 43240

and Foreign and Domestic Subsidiaries,

a member of the Federal Reserve System,

 

at the close of business September 30, 2005, 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

 

 

 

in Millions

 

ASSETS

 

 

 

Cash and balances due from depository institutions:

 

 

 

Noninterest-bearing balances and currency and coin

 

$

28,433

 

Interest-bearing balances

 

17,638

 

Securities:

 

 

 

Held to maturity securities

 

84

 

Available for sale securities

 

55,133

 

Federal funds sold and securities purchased under agreements to resell

 

 

 

Federal funds sold in domestic offices

 

24,468

 

Securities purchased under agreements to resell

 

167,210

 

Loans and lease financing receivables:

 

 

 

Loans and leases held for sale

 

30,960

 

Loans and leases, net of unearned income

 

$

360,848

 

Less: Allowance for loan and lease losses

 

4,895

 

Loans and leases, net of unearned income and allowance

 

355,953

 

Trading Assets

 

229,642

 

Premises and fixed assets (including capitalized leases)

 

8,279

 

Other real estate owned

 

141

 

Investments in unconsolidated subsidiaries and associated companies

 

794

 

Customers’ liability to this bank on acceptances outstanding

 

738

 

Intangible assets

 

 

 

Goodwill

 

23,365

 

Other Intangible assets

 

10,275

 

Other assets

 

55,313

 

TOTAL ASSETS

 

$

1,008,426

 

 



 

LIABILITIES

 

 

 

Deposits

 

 

 

In domestic offices

 

$

389,235

 

Noninterest-bearing

 

$

138,883

 

Interest-bearing

 

250,352

 

In foreign offices, Edge and Agreement subsidiaries and IBF’s

 

140,161

 

Noninterest-bearing

 

$

6,800

 

Interest-bearing

 

133,361

 

 

 

 

 

Federal funds purchased and securities sold under agreements to repurchase:

 

 

 

Federal funds purchased in domestic offices

 

8,435

 

Securities sold under agreements to repurchase

 

109,608

 

Trading liabilities

 

131,588

 

Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases)

 

82,712

 

Bank’s liability on acceptances executed and outstanding

 

738

 

Subordinated notes and debentures

 

17,662

 

Other liabilities

 

40,948

 

TOTAL LIABILITIES

 

921,087

 

Minority Interest in consolidated subsidiaries

 

2,249

 

 

 

 

 

EQUITY CAPITAL

 

 

 

 

 

 

 

Perpetual preferred stock and related surplus

 

0

 

Common stock

 

1,785

 

Surplus (exclude all surplus related to preferred stock)

 

59,467

 

Retained earnings

 

24,523

 

Accumulated other comprehensive income

 

(685

)

Other equity capital components

 

0

 

TOTAL EQUITY CAPITAL

 

85,090

 

 

 

 

 

TOTAL LIABILITIES, MINORITY INTEREST, AND EQUITY CAPITAL

 

$

1,008,426

 

 

I, Joseph L. Sclafani, E.V.P. & Controller 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.

 

JOSEPH L. SCLAFANI

 

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.

 

 

 

WILLIAM B. HARRISON, JR.

)

 

JAMES DIMON

) DIRECTORS

 

MICHAEL J. CAVANAGH

)