EX-25.1 8 exh251t1.htm EXHIBIT EXH 25.1 T1


EXHIBIT 25.1


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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
55402
(Address of principal executive offices)
(Zip Code)
 
Raymond S. Haverstock
U.S. Bank National Association
60 Livingston Avenue
St. Paul, MN 55107
(651) 466-6299
(Name, address and telephone number of agent for service)
                                                       
UnitedHealth Group Incorporated
(Issuer with respect to the Securities)
Minnesota
41-1321939
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
 
 

UnitedHealth Group Center
9900 Bren Road East
Minnetonka, MN
55343
(Address of Principal Executive Offices)
(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, attached as Exhibit 2.
3.
A copy of the certificate of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.
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 September 30, 2013 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, Registration Number 333-128217 filed on November 15, 2005.
** Incorporated by reference to Exhibit 25.1 to registration statement on S-4, Registration Number 333-166527 filed on May 5, 2010.






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 City of St. Paul, State of Minnesota on the 9th of January, 2014.
By:
/s/ Raymond S. Haverstock
 
Raymond S. Haverstock
 
Vice President






Exhibit 2
Comptroller of the Currency
Administrator of National Banks
Washington, DC 20219
CERTIFICATE OF CORPORATE EXISTENCE
I, Thomas J. Curry, Comptroller of the Currency, do hereby certify that:
1.The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.
2."U.S. Bank National Association," Cincinnati, Ohio (Charter No. 24), is a national banking association formed under the laws of the United States and is authorized thereunder to transact the business of banking on the date of the certificate.
 
IN TESTIMONY WHEREOF, today, February 27, 2013, I have hereunto subscribed my name and caused my seal of office to be affixed to these presents at the
U.S. Department of the Treasury, in the City of Washington, District of Columbia.
 
Comptroller of the Currency







Exhibit 3
Comptroller of the Currency
Administrator of National Banks
Washington, DC 20219
CERTIFICATE OF CORPORATE EXISTENCE
I, Thomas J. Curry, Comptroller of the Currency, do hereby certify that:
1.The Office of the Comptroller of the Currency, pursuant to Revised Statutes 324, et seq, as amended, and 12 USC 1, et seq, as amended, has possession, custody, and control of all records pertaining to the chartering, regulation, and supervision of all national banking associations.
2."U.S. Bank National Association," Cincinnati, Ohio (Charter No. 24), was granted, under the hand and seal of the Comptroller, the right to act in all fiduciary capacities authorized under the provisions of the Act of Congress approved September 28, 1962, 76 Stat. 668, 12 USC 92a, and that the authority so granted remains in full force and effect on the date of this certificate.
 
IN TESTIMONY WHEREOF, today, February 27, 2013, I have hereunto subscribed my name and caused my seal of office to be affixed to these presents at the
U.S. Department of the Treasury, in the City of Washington, District of Columbia.
 
Comptroller of the Currency






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: January 9, 2014
By:
/s/ Raymond S. Haverstock
 
Raymond S. Haverstock
 
Vice President

                    





Exhibit 7
U.S. Bank National Association
Statement of Financial Condition
As of 9/30/2013

($000’s)
 
9/30/2013
Assets
 
Cash and Balances Due From Depository Institutions
$
11,611,724

Securities
75,731,096

Federal Funds
109,251

Loans & Lease Financing Receivables
229,278,111

Fixed Assets
4,752,165

Intangible Assets
13,284,803

Other Assets
21,823,306

Total Assets
$
356,590,456

 
 
Liabilities
 
Deposits
$
269,648,386

Fed Funds
2,649,382

Treasury Demand Notes
0

Trading Liabilities
377,760

Other Borrowed Money
27,410,355

Acceptances
0

Subordinated Notes and Debentures
4,836,320

Other Liabilities
11,663,931

Total Liabilities
$
316,586,134

 
 
Equity
 
Common and Preferred Stock
$
18,200

Surplus
14,231,285

Undivided Profits
24,168,331

Minority Interest in Subsidiaries
1,586,506

Total Equity Capital
$
40,004,322

 
 
Total Liabilities and Equity Capital
$
356,590,456