EX-25.1 6 a11-26708_1ex25d1.htm EX-25.1

Exhibit 25.1

 

 

 

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)

 

Jack Ellerin

U.S. Bank National Association

1349 West Peachtree Street, Suite 1050

Atlanta, GA  30309

(404) 898-8830

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

 

The Neiman Marcus Group, Inc.

(Issuer with respect to the Securities)

 

Delaware

 

95-4119509

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

1618 Main Street

Dallas, Texas

 

 

75201

(Address of Principal Executive Offices)

 

(Zip Code)

 

10.375% Senior Subordinated Notes Due 2015

(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 June 30, 2011 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.

 

2



 

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 Atlanta, State of Georgia on the 20th of September, 2011.

 

 

By:

/s/ Jack Ellerin

 

 

Jack Ellerin

 

 

Vice President

 

3



 

Exhibit 2

 

[LOGO]

 

Comptroller of the Currency

Administrator of National Banks

 

Washington, DC 20219

 

CERTIFICATE OF CORPORATE EXISTENCE

 

I, John Walsh, Acting Comptroller of the Currency, do hereby certify that:

 

1.   The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq., as amended, 12 U.S.C. 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 this Certificate.

 

 

IN TESTIMONY WHERE OF, I have

hereunto subscribed my name and caused

my seal of office to be affixed to these

presents at the Treasury Department, in the

City of Washington and District of

Columbia, this September 9, 2010.

 

 

 

 

 

/s/ John Walsh

[SEAL]

Acting Comptroller of the Currency

 

4



 

Exhibit 3

 

[LOGO]

 

Comptroller of the Currency

Administrator of National Banks

 

Washington, DC 20219

 

CERTIFICATE OF FIDUCIARY POWERS

 

I, John Walsh, Acting Comptroller of the Currency, do hereby certify that:

 

1.   The Comptroller of the Currency, pursuant to Revised Statutes 324, et seq., as amended, 12 U.S.C. 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, l962, 76 Stat.668, 12 U.S.C. 92 a, and that the authority so granted remains in full force and effect on the date of this Certificate.

 

 

 

IN TESTIMONY WHERE OF, I have

hereunto subscribed my name and caused

my seal of office to be affixed to these

presents at the Treasury Department, in the

City of Washington and District of

Columbia, this September 9, 2010.

 

 

 

 

 

/s/ John Walsh

[SEAL]

Acting Comptroller of the Currency

 

5



 

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: September 20, 2011

 

 

 

 

 

 

 

 

 

By:

/s/ Jack Ellerin

 

 

Jack Ellerin

 

 

Vice President

 

6



 

Exhibit 7

U.S. Bank National Association

Statement of Financial Condition

As of 6/30/2011

 

($000’s)

 

 

 

6/30/2011

 

Assets

 

 

 

Cash and Balances Due From Depository Institutions

 

$

15,249,371

 

Securities

 

63,952,096

 

Federal Funds

 

15,876

 

Loans & Lease Financing Receivables

 

190,017,874

 

Fixed Assets

 

5,231,718

 

Intangible Assets

 

13,050,819

 

Other Assets

 

22,581,835

 

Total Assets

 

$

310,099,589

 

 

 

 

 

Liabilities

 

 

 

Deposits

 

$

218,820,466

 

Fed Funds

 

7,695,079

 

Treasury Demand Notes

 

0

 

Trading Liabilities

 

550,498

 

Other Borrowed Money

 

33,124,842

 

Acceptances

 

0

 

Subordinated Notes and Debentures

 

7,679,246

 

Other Liabilities

 

8,693,748

 

Total Liabilities

 

$

276,563,879

 

 

 

 

 

Equity

 

 

 

Minority Interest in Subsidiaries

 

$

1,821,732

 

Common and Preferred Stock

 

18,200

 

Surplus

 

14,136,872

 

Undivided Profits

 

17,558,906

 

Total Equity Capital

 

$

33,535,710

 

 

 

 

 

Total Liabilities and Equity Capital

 

$

310,099,589

 

 

7