EX-25.1 4 a2170961zex-25_1.htm EXHIBIT 25.1
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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)

U.S. BANK NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)

31-0841368
I.R.S. Employer Identification No.

800 Nicollet Mall
Minneapolis, Minnesota
(Address of principal executive offices)		  
55402
(Zip Code)

U.S. Bank National Association
21 South Street 3rd Floor
Morristown, NJ 07960
(973) 898-7160
(Name, address and telephone number of agent for service)

K. Hovnanian Enterprises, Inc.
(Issuer with respect to the Securities)

California
(State or other jurisdiction of incorporation or organization)		   22-2423583
(I.R.S. Employer Identification No.)

10 Highway 35, PO Box 500
Red Bank, NJ
(Address of Principal Executive Offices)
 
07701
(Zip Code)

Debt Securities
(Title of the Indenture Securities)


FORM T-1

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.

      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

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 a part of this statement of eligibility and qualification.

      1.
      A copy of the Articles of Association of the Trustee.*

      2.
      A copy of the certificate of authority of the Trustee to commence business.*

      3.
      A copy of the certificate of authority of the Trustee to exercise corporate trust powers.*

      4.
      A copy of the existing bylaws of the Trustee.*

      5.
      A copy of each Indenture referred to in Item 4. Not applicable.

      6.
      The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.

      7.
      Report of Condition of the Trustee as of March 31, 2006, published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.

*
Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4 filed by Revlon Consumer Products Corp., Registration Number 333-128217

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SIGNATURE

        Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. 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 and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the Town of Morristown, NJ on the 2nd day of June, 2006.

    U.S. BANK NATIONAL ASSOCIATION

 
 
By:
/s/  STEPHANIE ROCHE      
Stephanie Roche
As Authorized Agent for U.S. Bank
National Association

By:
 
/s/  CHRISTOPHER GOLABEK      
Christopher Golabek
As Authorized Agent for U.S. Bank
National Association
 
 
 
 

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Exhibit 6

CONSENT

        In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

Dated: June 2, 2006

        U.S. BANK NATIONAL ASSOCIATION

 
 
 
 
By:
 
/s/  STEPHANIE ROCHE      
Stephanie Roche
As Authorized Agent for U.S. Bank
National Association

By:
 
/s/  CHRISTOPHER GOLABEK      
Christopher Golabek
As Authorized Agent for U.S. Bank
National Association
 
 
 
 

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Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 3/31/2006

($000's)

 
   3/31/2006
  
Assets        
  Cash and Balances Due From Depository Institutions   $ 7,050,967  
  Federal Reserve Stock     0  
  Securities     39,215,391  
  Federal Funds     3,114,744  
  Loans & Lease Financing Receivables     135, 184,791  
  Trading Assets     484,683  
  Premises and fixed Assets     1,737,385  
  Other Real Estate Owned     151,397  
  Investments in unconsolidated subsidiaries        
  and associated companies     78,356  
  Goodwill     7,256,668  
  Other Intangible Assets     4,497,378  
  Other Assets     10,168,552  
   
 
    Total Assets   $ 208,940,312  

Liabilities
 
 
 
 
  Deposits   $ 132,810,195  
  Fed Funds     12,304,517  
  Treasury Demand Notes     0  
  Trading Liabilities     252,318  
  Other Borrowed Money     28,673,468  
  Subordinated Notes and Debentures     6,432,494  
  Other Liabilities     6,859,284  
   
 
  Total Liabilities   $ 187,332,276  
  Minority Interest in Consolidated Subsidiaries   $ 1,029,155  

Equity
 
 
 
 
  Common and Preferred Stock     18,200  
  Surplus     11,804,040  
  Retained Earnings     9,513,196  
  Accumulated other comprehensive income     (756,555 )
   
 
    Total Equity Capital   $ 20,578,881  

Total Liabilities and Equity Capital
 
$
208,940,312
 


To the best of the undersigned's determination, as of the date hereof, the above financial information is true and correct.

5

U.S. Bank National Association

By:   /s/ Stephanie Roche
Stephanie Roche
As Authorized Agent for U.S. Bank National Association

Date:
 
June 2, 2006

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FORM T-1
SIGNATURE
Exhibit 6
CONSENT
Exhibit 7 U.S. Bank National Association Statement of Financial Condition As of 3/31/2006 ($000's)