EX-25 5 y02008exv25.txt FORM T-1 EXHIBIT 25 -------------------------------------------------------------------------------- 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) ________ ---------------------------------------- JPMORGAN CHASE BANK (Exact name of trustee as specified in its charter) NEW YORK 13-4994650 (State of incorporation (I.R.S. employer if not a national bank) identification No.) 270 PARK AVENUE NEW YORK, NEW YORK 10017 (Address of principal executive offices) (Zip Code) William H. McDavid General Counsel 270 Park Avenue New York, New York 10017 Tel: (212) 270-2611 (Name, address and telephone number of agent for service) ---------------------------------------- GENERAL ELECTRIC CAPITAL CORPORATION (Exact name of obligor as specified in its charter) DELAWARE 13-1500700 (State or other jurisdiction of (I.R.S. employer incorporation or organization) identification No.) 260 LONG RIDGE ROAD STAMFORD, CT 06927 (Address of principal executive offices) (Zip Code) ---------------------------------------- VARIABLE DENOMINATION FLOATING RATE DEMAND NOTES (Title of the indenture securities) -------------------------------------------------------------------------------- GENERAL 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. New York State Banking Department, State House, Albany, New York, 12110. Board of Governors of the Federal Reserve System, Washington, D.C., 20551 Federal Reserve Bank of New York, District No. 2, 33 Liberty Street, New York, N.Y. 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 and Guarantors. If the obligor or any Guarantor is an affiliate of the trustee, describe each such affiliation. None. -2- Item 16. List of Exhibits List below all exhibits filed as a part of this Statement of Eligibility. 1. A copy of the Restated Organization Certificate of the Trustee dated March 25, 1997 and the Certificate of Amendment dated October 22, 2001 (see Exhibit 1 to Form T-1 filed in connection with Registration Statement No. 333-76894, which is incorporated by reference.) 2. A copy of the Certificate of Authority of the Trustee to Commence Business (see Exhibit 2 to Form T-1 filed in connection with Registration Statement No. 33-50010, which is incorporated by reference). On November 11, 2001, in connection with the merger of The Chase Manhattan Bank and Morgan Guaranty Trust Company of New York, the surviving corporation was renamed JPMorgan Chase Bank. 3. None, authorization to exercise corporate trust powers being contained in the documents identified above as Exhibits 1 and 2. 4. A copy of the existing By-Laws of the Trustee (see Exhibit 4 to Form T-1 filed in connection with Registration Statement No. 333-76894, which is incorporated by reference.) 5. Not applicable. 6. THE CONSENT OF THE TRUSTEE REQUIRED BY SECTION 321(B) OF THE ACT (SEE EXHIBIT 6 TO FORM T-1 FILED IN CONNECTION WITH REGISTRATION STATEMENT NO. 33-50010, WHICH IS INCORPORATED BY REFERENCE). ON NOVEMBER 11, 2001, IN CONNECTION WITH THE MERGER OF THE CHASE MANHATTAN BANK AND MORGAN GUARANTY TRUST COMPANY OF NEW YORK, THE SURVIVING CORPORATION WAS RENAMED JPMORGAN CHASE BANK. 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. 8. Not applicable. 9. Not applicable. SIGNATURE Pursuant to the requirements of the Trust Indenture Act of 1939 the Trustee, JPMorgan Chase Bank, a corporation organized and existing under the laws of the State of New York, 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 3rd day of September, 2004. JPMORGAN CHASE BANK By /s/ James P. Freeman ------------------------------------ James P. Freeman Authorized Officer -3- Exhibit 7 to Form T-1 Bank Call Notice RESERVE DISTRICT NO. 2 CONSOLIDATED REPORT OF CONDITION OF JPMorgan Chase Bank of 270 Park Avenue, New York, New York 10017 and Foreign and Domestic Subsidiaries, a member of the Federal Reserve System, at the close of business March 31, 2004, 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 ASSETS IN MILLIONS Cash and balances due from depository institutions: Noninterest-bearing balances and currency and coin ................................. $ 19,589 Interest-bearing balances ......................... 35,104 Securities: Held to maturity securities ............................ 156 Available for sale securities .......................... 64,028 Federal funds sold and securities purchased under agreements to resell Federal funds sold in domestic offices ............ 30,180 Securities purchased under agreements to resell ... 74,963 Loans and lease financing receivables: Loans and leases held for sale .................... 19,061 Loans and leases, net of unearned income .......... $163,825 Less: Allowance for loan and lease losses ......... 2,771 Loans and leases, net of unearned income and allowance ......................................... 161,054 Trading Assets ......................................... 191,989 Premises and fixed assets (including capitalized leases) 5,959 Other real estate owned ................................ 118 Investments in unconsolidated subsidiaries and associated companies .............................. 837 Customers' liability to this bank on acceptances outstanding ....................................... 203 Intangible assets Goodwill ....................................... 2,539 Other Intangible assets ........................ 4,521 Other assets ........................................... 38,391 TOTAL ASSETs ........................................... $648,692
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LIABILITIES Deposits In domestic offices .................................................... $210,211 Noninterest-bearing ............................. $ 80,262 Interest-bearing ................................ 129,949 In foreign offices, Edge and Agreement subsidiaries and IBF's ................................................. 120,623 Noninterest-bearing ............................. $ 7,920 Interest-bearing ................................ 112,703 Federal funds purchased and securities sold under agreements to repurchase: Federal funds purchased in domestic offices ............................ 6,480 Securities sold under agreements to repurchase ......................... 102,641 Trading liabilities ......................................................... 114,412 Other borrowed money (includes mortgage indebtedness and obligations under capitalized leases) .............................. 20,692 Bank's liability on acceptances executed and outstanding .................... 203 Subordinated notes and debentures ........................................... 8,039 Other liabilities ........................................................... 26,877 TOTAL LIABILITIES ........................................................... 610,178 Minority Interest in consolidated subsidiaries .............................. 346 EQUITY CAPITAL Perpetual preferred stock and related surplus ............................... 0 Common stock ................................................................ 1,785 Surplus (exclude all surplus related to preferred stock) ................... 16,318 Retained earnings ........................................................... 20,049 Accumulated other comprehensive income ...................................... 16 Other equity capital components ............................................. 0 TOTAL EQUITY CAPITAL ........................................................ 38,168 -------- TOTAL LIABILITIES, MINORITY INTEREST, AND EQUITY CAPITAL .................... $648,692 ========
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. ) ELLEN V. FUTTER ) DIRECTORS FRANK A. BENNACK, JR. )