Statement of Eligibility under the Trust Indenture Act of 1939, as amended

John Stumpf

Carrie Tolstedt

EX-25 13 dex25.htm STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939, AS AMENDED Statement of Eligibility under the Trust Indenture Act of 1939, as amended

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)

WELLS FARGO BANK, NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)

A National Banking Association

94-1347393

(Jurisdiction of incorporation or

organization if not a U.S. national bank)

(I.R.S. Employer

Identification No.)


101 North Phillips Avenue Sioux Falls, South Dakota		57104
		57104
(Address of principal executive offices)		(Zip code)

Wells Fargo & Company

Law Department, Trust Section

MAC N9305-175

Sixth Street and Marquette Avenue, 17^th Floor

Minneapolis, Minnesota 55479

(612) 667-4608

(Name, address and telephone number of agent for service)

Owens Corning

(Exact name of obligor as specified in its charter)

Delaware

43-2109021

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)


One Owens Corning Parkway Toledo, Ohio		43659
One Owens Corning Parkway Toledo, Ohio		43659
(Address of principal executive offices)		(Zip code)

Debt Securities

and related Guarantees

(Title of the indenture securities)

GUARANTORS


Exact Name of Obligor as Specified in its Charter	State or Other Jurisdiction of Incorporation or Organization	I.R.S. Employer Identification Number	Address of Principal Executive Offices
CDC Corporation	Wisconsin	39-1830456	One Owens Corning Parkway Toledo, Ohio 43659

Engineered Pipe Systems, Inc.	Delaware	34-1870323	One Owens Corning Parkway Toledo, Ohio 43659

Eric Company	Delaware	34-1162113	One Owens Corning Parkway Toledo, Ohio 43659

Falcon Foam Corporation	Delaware	34-1810126	One Owens Corning Parkway Toledo, Ohio 43659

INTEGREX Ventures LLC	Delaware	34-1921499	One Owens Corning Parkway Toledo, Ohio 43659

IPM Inc.	Delaware	51-0336727	One Owens Corning Parkway Toledo, Ohio 43659

Jefferson Holdings, Inc.	Delaware	58-2407011	One Owens Corning Parkway Toledo, Ohio 43659

Modulo USA LLC	Delaware	45-0556704	One Owens Corning Parkway Toledo, Ohio 43659

OCCV1, Inc.	Delaware	20-5580634	One Owens Corning Parkway Toledo, Ohio 43659

OCCV2, LLC	Delaware	20-5581329	One Owens Corning Parkway Toledo, Ohio 43659

OCV Fabrics US, Inc.	Maine	23-3045916	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Composite Materials, LLC	Delaware	35-2273537	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Construction Services, LLC	Delaware	36-4590392	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Masonry Products, LLC (f/k/a Owens Corning Cultured Stone, LLC)	Delaware	61-1504835	One Owens Corning Parkway Toledo, Ohio 43659

OCV Intellectual Capital, LLC (f/k/a Owens Corning Fiberglass Technology II, LLC)	Delaware	83-0466000	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Foam Insulation, LLC	Delaware	38-3737830	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Franchising, LLC	Delaware	32-0181362	One Owens Corning Parkway Toledo, Ohio 43659

Owens-Corning Funding Corporation	Delaware	34-1788139	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning	Delaware	32-0176636	One Owens Corning


HOMExperts, Inc.			Parkway Toledo, Ohio 43659

Owens Corning HT, Inc.	Delaware	34-1830879	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Insulating Systems, LLC	Delaware	37-1525228	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Intellectual Capital, LLC	Delaware	83-0485853	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Overseas Holding, Inc.	Delaware	34-1794022	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Roofing and Asphalt, LLC	Delaware	32-0176634	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Sales, LLC (f/k/a Owens Corning Sales, Inc.)	Delaware	74-3189734	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning Science and Technology, LLC	Delaware	30-0369347	One Owens Corning Parkway Toledo, Ohio 43659

Owens Corning U.S. Holdings, LLC	Delaware	30-0369361	One Owens Corning Parkway Toledo, Ohio 43659

Palmetto Products, Inc.	Delaware	34-1560647	One Owens Corning Parkway Toledo, Ohio 43659

Soltech, Inc.	Kentucky	35-1575937	One Owens Corning Parkway Toledo, Ohio 43659

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

Treasury Department

Washington, D.C.

Federal Deposit Insurance Corporation

Washington, D.C.

Federal Reserve Bank of San Francisco

San Francisco, California 94120

(b)

Whether it is authorized to exercise corporate trust powers.

The trustee is authorized to exercise corporate trust powers.

Item 2.

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

None with respect to the trustee.

No responses are included for Items 3-14 of this Form T-1 because the obligor is not in default as provided under Item 13.

Item 15.

Foreign Trustee. Not applicable.

Item 16.

List of Exhibits. List below all exhibits filed as a part of this Statement of Eligibility.


Exhibit 1.		A copy of the Articles of Association of the trustee now in effect.*

Exhibit 2.		A copy of the Comptroller of the Currency Certificate of Corporate Existence and Fiduciary Powers for Wells Fargo Bank, National Association, dated February 4, 2004.**

Exhibit 3.		See Exhibit 2

Exhibit 4.		Copy of By-laws of the trustee as now in effect.***

Exhibit 5.		Not applicable.

Exhibit 6.		The consent of the trustee required by Section 321(b) of the Act.

Exhibit 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.

Exhibit 8.		Not applicable.

Exhibit 9.		Not applicable.

Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated December 30, 2005 of file number 333-130784-06.

Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of file number 022-28721.

***

Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form S-4 dated May 26, 2005 of file number 333-125274.

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo 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 to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of Chicago and State of Illinois on the 28th day of May 2009.

WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ Gregory S. Clarke

Gregory S. Clarke

Vice President

EXHIBIT 6

May 28, 2009

Securities and Exchange Commission

Washington, D.C. 20549

Gentlemen:

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

Very truly yours,

WELLS FARGO BANK, NATIONAL ASSOCIATION

/s/ Gregory S. Clarke

Gregory S. Clarke

Vice President

EXHIBIT 7

Consolidated Report of Condition of

Wells Fargo Bank National Association

of 101 North Phillips Avenue, Sioux Falls, SD 57104

And Foreign and Domestic Subsidiaries,

at the close of business March 31, 2009, filed in accordance with 12 U.S.C. §161 for National Banks.


		Dollar Amounts In Millions
ASSETS
Cash and balances due from depository institutions:
Noninterest-bearing balances and currency and coin		$	12,028
Interest-bearing balances			10,631
Securities:
Held-to-maturity securities			0
Available-for-sale securities			102,802
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices			7,380
Securities purchased under agreements to resell			1,122
Loans and lease financing receivables:
Loans and leases held for sale			28,411
Loans and leases, net of unearned income	332,448
LESS: Allowance for loan and lease losses	10,240
Loans and leases, net of unearned income and allowance			322,208
Trading Assets			11,401
Premises and fixed assets (including capitalized leases)			4,281
Other real estate owned			1,172
Investments in unconsolidated subsidiaries and associated companies			438
Intangible assets
Goodwill			11,381
Other intangible assets			13,099
Other assets			25,816


Total assets		$	552,170


LIABILITIES
Deposits:
In domestic offices		$	316,654
Noninterest-bearing	76,832
Interest-bearing	239,822
In foreign offices, Edge and Agreement subsidiaries, and IBFs			55,774
Noninterest-bearing	1,002
Interest-bearing	54,772
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices			32,172
Securities sold under agreements to repurchase			13,234


	Dollar Amounts In Millions
Trading liabilities		7,432
Other borrowed money
(includes mortgage indebtedness and obligations under capitalized leases)		46,503
Subordinated notes and debentures		16,011
Other liabilities		19,122


Total liabilities	$	506,902

EQUITY CAPITAL
Perpetual preferred stock and related surplus		0
Common stock		520
Surplus (exclude all surplus related to preferred stock)		29,112
Retained earnings		17,471
Accumulated other comprehensive income		(2,007	)
Other equity capital components		0


Total equity capital		45,096
Noncontrolling (minority) interests in consolidated subsidiaries		172


Total equity capital		45,268


Total liabilities, minority interest, and equity capital	$	552,170

I, Howard I. Atkins, EVP & CFO 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.

Howard I. Atkins

EVP & CFO

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.