exhibit25.htm

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

_____________________________

x 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		(I.R.S. Employer
organization if not a U.S. national		Identification No.)
bank)

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

Wells Fargo & Company

Law Department, Trust Section

MAC N9305-175

Sixth Street and Marquette Avenue, 17th Floor

Minneapolis, Minnesota 55479

(612) 667-4608

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

_____________________________

Ply Gem Holdings, Inc.

Ply Gem Industries, Inc.

(Exact name of obligor as specified in its charter)

Delaware		20-0645710
Delaware		11-1727150
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

5020 Weston Parkway, Suite 400

Cary, North Carolina 27513

(Address of principal executive offices)

______________________________

8.25% Senior Secured Notes Due 2018

(Title of the indenture securities)

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 Minneapolis and State of Minnesota on the 6th day of June, 2011.

	WELLS FARGO BANK, NATIONAL ASSOCIATION

	/s/ Richard Prokosch
	Richard Prokosch
	Vice President

EXHIBIT 6

June 6, 2011

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/ Richard Prokosch
	Richard Prokosch
	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, 2011, 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	$	17,369
Interest-bearing balances		74,672
Securities:
Held-to-maturity securities		0
Available-for-sale securities		145,551
Federal funds sold and securities purchased under agreements to resell:
Federal funds sold in domestic offices		6,481
Securities purchased under agreements to resell		10,955
Loans and lease financing receivables:
Loans and leases held for sale		19,408
Loans and leases, net of unearned income		686,307
LESS: Allowance for loan and lease losses		18,779
Loans and leases, net of unearned income and allowance		667,528
Trading Assets		34,595
Premises and fixed assets (including capitalized leases)		8,062
Other real estate owned		5,290
Investments in unconsolidated subsidiaries and associated companies		588
Direct and indirect investments in real estate ventures		108
Intangible assets
Goodwill		20,936
Other intangible assets		27,181
Other assets		54,306

Total assets	$	1,093,030

LIABILITIES
Deposits:
In domestic offices	$	749,729
Noninterest-bearing		171,738
Interest-bearing		577,991
In foreign offices, Edge and Agreement subsidiaries, and IBFs		93,508
Noninterest-bearing		1,895
Interest-bearing		91,613
Federal funds purchased and securities sold under agreements to repurchase:
Federal funds purchased in domestic offices		1,809
Securities sold under agreements to repurchase		14,094

	Dollar Amounts
	In Millions

Trading liabilities		19,802
Other borrowed money
(includes mortgage indebtedness and obligations under capitalized leases)		38,506
Subordinated notes and debentures		17,445
Other liabilities		32,953

Total liabilities	$	967,846


EQUITY CAPITAL
Perpetual preferred stock and related surplus		0
Common stock		519
Surplus (exclude all surplus related to preferred stock)		98,980
Retained earnings		19,092
Accumulated other comprehensive income		5,381
Other equity capital components		0

Total bank equity capital		123,909
Noncontrolling (minority) interests in consolidated subsidiaries		1,275

Total equity capital		125,184

Total liabilities, and equity capital	$	1,094,030

I, Timothy J. Sloan, 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.

Timothy J. Sloan

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.

John Stumpf Directors

Dave Hoyt

Michael Loughlin