EX-25 5 a2189845zex-25.htm EXHIBIT 25
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Exhibit 25

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 MELLON
(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)


The New York Times Company
(Exact name of obligor as specified in its charter)

New York
(State or other jurisdiction of
incorporation or organization)
  13-1102020
(I.R.S. employer
identification no.)

620 Eighth Avenue
New York, New York
(Address of principal executive offices)

 

10018
(Zip code)


Debt Securities
(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

  One State Street, New York, N.Y. 10004-1417, and Albany, N.Y. 12223

Federal Reserve Bank of New York

  33 Liberty Street, 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 Mellon (formerly known as The Bank of New York, itself 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, Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637, Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121195 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-152735).

    4.
    A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-121195).

    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. 333-152735).

    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.


SIGNATURE

        Pursuant to the requirements of the Act, the Trustee, The Bank of New York Mellon, 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 12th day of December, 2008.

  THE BANK OF NEW YORK MELLON

 

By:

 

/s/ SHERMA THOMAS

      Name:   Sherma Thomas
      Title:   Assistant Treasurer


EXHIBIT 7

Consolidated Report of Condition of
THE BANK OF NEW YORK MELLON
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 September 30, 2008, 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

    44,129,000  
 

Interest-bearing balances

    48,207,000  

Securities:

       
 

Held-to-maturity securities

    7,661,000  
 

Available-for-sale securities

    39,616,000  

Federal funds sold and securities purchased under agreements to resell:

       
 

Federal funds sold in domestic offices

    877,000  
 

Securities purchased under agreements to resell

    4,598,000  

Loans and lease financing receivables:

       
 

Loans and leases held for sale

    0  
 

Loans and leases, net of unearned income

    46,218,000  
 

LESS: Allowance for loan and lease losses

    324,000  
 

Loans and leases, net of unearned income and allowance

    45,894,000  

Trading assets

    6,900,000  

Premises and fixed assets (including capitalized leases)

    1,087,000  

Other real estate owned

    7,000  

Investments in unconsolidated subsidiaries and associated companies

    858,000  

Not applicable

       

Intangible assets:

       
 

Goodwill

    5,026,000  
 

Other intangible assets

    1,619,000  

Other assets

    12,220,000  
       

Total assets

    218,699,000  
       

LIABILITIES

       

Deposits:

       
 

In domestic offices

    103,521,000  
 

Noninterest-bearing

    80,077,000  
 

Interest-bearing

    23,444,000  
 

In foreign offices, Edge and Agreement subsidiaries, and IBFs

    67,951,000  
 

Noninterest-bearing

    2,259,000  
 

Interest-bearing

    65,692,000  

Federal funds purchased and securities sold under agreements to repurchase:

       
 

Federal funds purchased in domestic offices

    4,367,000  
 

Securities sold under agreements to repurchase

    76,000  

Trading liabilities

    5,676,000  

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

    12,514,000  

Not applicable

       

Not applicable

       

Subordinated notes and debentures

    3,490,000  

Other liabilities

    8,209,000  
       

Total liabilities

    205,804,000  
       

Minority interest in consolidated subsidiaries

    473,000  

 
  Dollar Amounts
In Thousands
 

EQUITY CAPITAL

       

Perpetual preferred stock and related surplus

    0  

Common stock

    1,135,000  

Surplus (exclude all surplus related to preferred stock)

    6,764,000  

Retained earnings

    6,564,000  

Accumulated other comprehensive income

    (2,041,000 )

Other equity capital components

    0  

Total equity capital

    12,422,000  
       

Total liabilities, minority interest, and equity capital

    218,699,000  
       

I, Thomas P. Gibbons, Chief Financial Officer 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 P. Gibbons,
Chief Financial Officer

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.

 
   
   
Gerald L. Hassell
Steven G. Elliott
Robert P. Kelly
  ]   Directors



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