EX-25.1 9 a2143513zex-25_1.htm FORM T-1
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Exhibit 25.1

        

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)            o

THE BANK OF NEW YORK
 (Exact name of trustee as specified in its charter)

New York
(State of incorporation
if not a U.S. national bank)		   13-5160382
(I.R.S. employer
identification no.)

One Wall Street, New York, N.Y.
(Address of principal executive offices)
 
10286
(Zip code)

CVS Corporation
 (Exact name of obligor as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)		   05-0494040
(I.R.S. employer
identification no.)
One CVS Drive
Woonsocket, RI
(Address of principal executive offices)		   02895
(Zip code)

4% Exchange Notes due 2009
47/8% Exchange Notes due 2014
(Title of the indenture securities)

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
Superintendent of Banks of the State of New York   2 Rector Street, New York, N.Y. 10006, and Albany, N.Y. 12203

Federal Reserve Bank of New York
 
33 Liberty Plaza, New York, N.Y. 10045

Federal Deposit Insurance Corporation
 
Washington, D.C. 20429

New York Clearing House Association
 
New York, New York 10005
    (b)
    Whether it is authorized to exercise corporate trust powers.

    Yes.

2.     Affiliations with Obligor.

    If the obligor is an affiliate of the trustee, describe each such affiliation.

    None.

16.   List of Exhibits.

    Exhibits identified in parentheses below, 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(d).

    1.
    A copy of the Organization Certificate of The Bank of New York (formerly Irving Trust Company) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672 and Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637.)

    4.
    A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 33-31019.)

    6.
    The consent of the Trustee required by Section 321(b) of the Act. (Exhibit 6 to Form T-1 filed with Registration Statement No. 33-44051.)

    7.
    A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority.

2

SIGNATURE

        Pursuant to the requirements of the Act, the Trustee, The Bank of New York, 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 15th day of September, 2004.

    THE BANK OF NEW YORK

 
 
By:
/s/  VAN K. BROWN      
Name: VAN K. BROWN
Title: VICE PRESIDENT

3


Exhibit 7

Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,

a member of the Federal Reserve System, at the close of business June 30, 2004, published 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 Thousands
  
ASSETS        
Cash and balances due from depository institutions:        
  Noninterest-bearing balances and currency and coin   $ 2,954,963  
  Interest-bearing balances     10,036,895  
Securities:        
  Held-to-maturity securities     1,437,899  
  Available-for-sale securities     20,505,806  
Federal funds sold and securities purchased under agreements to resell:        
  Federal funds sold in domestic offices     5,482,900  
  Securities purchased under agreements to resell     838,105  
Loans and lease financing receivables:        
  Loans and leases held for sale     48,034  
  Loans and leases, net of unearned income     38,299,913  
  LESS: Allowance for loan and lease losses     594,926  
  Loans and leases, net of unearned income and allowance     37,704,987  
Trading Assets     2,986,727  
Premises and fixed assets (including capitalized leases)     957,249  
Other real estate owned     374  
Investments in unconsolidated subsidiaries and associated companies     246,280  
Customers' liability to this bank on acceptances outstanding     251,948  
Intangible assets:        
  Goodwill     2,699,812  
  Other intangible assets     755,311  
  Other assets     7,629,093  
   
 
  Total assets   $ 94,536,383  
   
 

LIABILITIES
 
 
 
 
Deposits:        
  In domestic offices   $ 36,481,716  
  Noninterest-bearing     15,636,690  
  Interest-bearing     20,845,026  
  In foreign offices, Edge and Agreement subsidiaries, and IBFs     25,163,274  
  Noninterest-bearing     413,981  
  Interest-bearing     24,749,293  
Federal funds purchased and securities sold under agreements to repurchase:        
  Federal funds purchased in domestic offices     898,340  
  Securities sold under agreements to repurchase     721,016  
Trading liabilities     2,377,862  
Other borrowed money: (includes mortgage indebtedness and obligations under capitalized leases)     10,475,320  
Not applicable        
Bank's liability on acceptances executed and outstanding     254,569  
Subordinated notes and debentures     2,422,807  
Other liabilities     7,321,226  
   
 
Total liabilities   $ 86,116,130  
   
 

Minority interest in consolidated subsidiaries
 
 
139,967
 
         


EQUITY CAPITAL
 
 
 
 
Perpetual preferred stock and related surplus     0  
Common stock     1,135,284  
Surplus     2,082,308  
Retained earnings     5,118,989  
Accumulated other comprehensive income     (56,295 )
Other equity capital components     0  
   
 
Total equity capital     8,280,286  
   
 
Total liabilities, minority interest, and equity capital   $ 94,536,383  
   
 

        I, Thomas J. Mastro, Senior Vice President and Comptroller 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.

Thomas J. Mastro,
Senior Vice President and Comptroller

        We, the undersigned directors, attest to the correctness of this statement of resources and liabilities. 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.

Thomas A. Renyi    
Gerald L. Hassell   Directors
Alan R. Griffith    



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