EX-25.2 12 e33482ex25-2.txt FORM T-1 Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-l 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) ___ ---------- THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-5160382 (Jurisdiction of incorporation (I.R.S. Employer if not a U.S. national bank) Identification No.) One Wall Street 10286 New York, New York (Zip code) (Address of principal executive offices) Robert Sussman Legal Department The Bank of New York Mellon One Wall Street, 29th Floor New York, NY 10286 (212) 635-1889 (Name, address and telephone number of agent for service) PUBLIC SERVICE ELECTRIC AND GAS COMPANY (Exact name of obligor as specified in its charter) New Jersey 22-1212800 (State or other jurisdiction (I.R.S. Employer of incorporation or organization) Identification No.) 80 Park Plaza 07101-0570 Newark, New Jersey (Zip code) (Address of principal executive offices) Secured Medium-Term Notes (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. Superintendent of Banks of the One State Street, New York, N.Y. 10004-1417 State of New York and Albany, N.Y. 12203 Federal Reserve Bank of New York 33 Liberty Plaza, New York, N.Y. 10045 Federal Deposit Insurance 550 17th Street, N.W., Corporation Washington, D.C. 20429 New York Clearing House New York, NY 10005 Association (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. Item 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 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 I to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits la 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-I filed with Registration Statement No. 333-121195 and Exhibit I to Form T-I filed as Exhibit 25.1 to Current Report on Form 8-K of Nevada Power Company, Date of Report (Date of Earliest Event Reported) July 25,2008 (File No. 000-52378).) 4. - A copy of the existing By-laws of the Trustee. 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. 333-152856.) 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 17th day of November, 2008. THE BANK OF NEW YORK MELLON By: /s/ Laurence J. O'Brien --------------------------- Name: Laurence J. O'Brien Title: Vice President EXHIBIT 7 (Page i of iii) -------------------------------------------------------------------------------- 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 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 ============ EXHIBIT 7 (page ii of iii) 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 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 ============ ii EXHIBIT 7 (Page iii of iii) 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 | -- iii