EXHIBIT 25-B
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM T-1
STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION
DESIGNATED TO ACT AS TRUSTEE
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CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(B)(2) [_]
AMSOUTH BANK OF ALABAMA
(EXACT NAME OF TRUSTEE AS SPECIFIED IN ITS CHARTER)
ALABAMA 00-0000000
(STATE OF INCORPORATION IF NOT A U.S. (I.R.S. EMPLOYER IDENTIFICATION NO.)
NATIONAL BANK)
0000 XXXXX XXXXXX XXXXX XXXXXXXXXX, 00000
XXXXXXX (ZIP CODE)
(ADDRESS OF PRINCIPAL EXECUTIVE
OFFICES)
XXXXX X. XXXXXX AMSOUTH BANK OF ALABAMA LAW DEPARTMENT X.X. XXX 00000
XXXXXXXXXX, XXXXXXX 00000 (205) 326-7607
(NAME, ADDRESS AND TELEPHONE NUMBER OF AGENT FOR SERVICE)
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BELLSOUTH TELECOMMUNICATIONS, INC.
(EXACT NAME OF OBLIGOR AS SPECIFIED IN ITS CHARTER)
GEORGIA 00-0000000
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
000 XXXX XXXXXXXXX XX., X.X. XXXXXXX, 00000
GEORGIA (ZIP CODE)
(ADDRESS OF PRINCIPAL EXECUTIVE
OFFICES)
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DEBT SECURITIES
(TITLE OF THE INDENTURE SECURITIES)
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ITEM 1. GENERAL INFORMATION.
(a) Name and address of each examining or supervising authority to which it
is subject.
State of Alabama, Superintendent of Banks, Xxxxxxxxxx, Xxxxxxx 00000
Federal Reserve Bank, Xxxxxxx, Xxxxxxx 00000
Federal Deposit Insurance Corporation, Washington, D.C. 20429
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
ITEM 2. AFFILIATIONS WITH THE OBLIGOR.
None.
ITEM 3. VOTING SECURITIES OF THE TRUSTEE.
Not applicable.
ITEM 4. TRUSTEESHIPS UNDER OTHER INDENTURES.
Not applicable.
ITEM 5. INTERLOCKING DIRECTORATES AND SIMILAR RELATIONSHIPS WITH THE OBLIGOR OR
UNDERWRITERS.
Not applicable.
ITEM 6. VOTING SECURITIES OF THE TRUSTEE OWNED BY THE OBLIGOR OR ITS OFFICIALS.
Not applicable.
ITEM 7. VOTING SECURITIES OF THE TRUSTEE OWNED BY UNDERWRITERS OR THEIR
OFFICIALS.
Not applicable.
ITEM 8. SECURITIES OF THE OBLIGOR OWNED OR HELD BY THE TRUSTEE.
Not applicable.
ITEM 9. SECURITIES OF UNDERWRITERS OWNED OR HELD BY THE TRUSTEE.
Not applicable.
ITEM 10. OWNERSHIP OR HOLDINGS BY THE TRUSTEE OF VOTING SECURITIES OF CERTAIN
AFFILIATES OR SECURITY HOLDERS OF THE OBLIGOR.
Not applicable.
ITEM 11. OWNERSHIP OR HOLDINGS BY THE TRUSTEE OF ANY SECURITIES OF A PERSON
OWNING 50 PERCENT OR MORE OF THE VOTING SECURITIES OF THE OBLIGOR.
Not applicable.
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ITEM 12. INDEBTEDNESS OF THE OBLIGOR TO THE TRUSTEE.
Not applicable.
ITEM 13. DEFAULTS BY THE OBLIGOR.
(a) State whether there is or has been a default with respect to the
securities under this indenture. Explain the nature of any such default.
There is not and has not been any such default.
(b) If the trustee is a trustee under another indenture under which any
other securities, or certificates of interest or participation in any other
securities, of the obligor are outstanding, or is trustee for more than one
outstanding series of securities under the indenture, state whether there has
been a default under any such indenture or series, identify the indenture or
series affected, and explain the nature of any such default.
There has not been any such default.
ITEM 14. AFFILIATIONS WITH THE UNDERWRITERS.
Not applicable.
ITEM 15. FOREIGN TRUSTEE.
Not applicable.
ITEM 16. LIST OF EXHIBITS.
The additional exhibits listed below are filed herewith: exhibits, if any,
identified in parentheses are on file with the Commission and are incorporated
herein by reference as exhibits hereto pursuant to Rule 7a-29 under the Trust
Indenture Act of 1939, as amended, and Rule 24 of the Commission's Rules of
Practice.
1. A copy of the articles of incorporation of the trustee as now in
effect. (Exhibit 1 to Form T-1, Registration No. 33-89756).
2. A copy of the certificate of authority of the trustee to commence
business and to exercise trust powers. (Exhibit 2 to Form T-1, Registration
No. 33-89756).
3. See Exhibit 2 to Form T-1.
4. A copy of the existing bylaws of the trustee (Exhibit 3 to Form T-1,
Registration No. 33-89756).
5. Not applicable.
6. The consent of the trustee required by Section 321(b) of the Trust
Indenture Act of 1939, as amended.
7. A copy of the latest report of condition of the trustee as of the
close of business on June 30, 1995, published pursuant to the requirements
of its supervising or examining authority.
8. Not applicable.
9. Not applicable.
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SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended,
the trustee, AmSouth Bank of Alabama, a corporation organized and existing
under the laws of the State of Alabama, has duly caused this statement of
eligibility to be signed on its behalf by the undersigned, thereunto duly
authorized, all in the City of Birmingham, State of Alabama on the 23rd day of
October, 1995.
AmSouth Bank of Alabama
/s/ XXXXXXX X. XXXXXXX, XX
By __________________________________
Xxxxxxx X. Xxxxxxx, XX
Assistant Vice President and
Corporate Trust Officer
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EXHIBIT 6
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EXHIBIT 6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture Act of
1939, as amended, in connection with the proposed issue of Debt Securities by
BellSouth Telecommunications, Inc., we hereby consent that reports of
examinations by Federal, State, Territorial or District authorities may be
furnished by such authorities to the Securities and Exchange Commission upon
request therefor.
AmSouth Bank of Alabama
/s/ XXXXXXX X. XXXXXXX, XX
By __________________________________
Xxxxxxx X. Xxxxxxx, XX
Assistant Vice President and
Corporate Trust Officer
Dated: October 23, 1995
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EXHIBIT 7
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AMSOUTH BANK OF ALABAMA ST. BK: 01-0320
X.X. XXX 00000 FFIEC: 031
XXXXXXXXXX, XX 00000 CERT: 02782
CALL DATE: 06/30/95
CONSOLIDATED REPORT OF CONDITION FOR INSURED COMMERCIAL AND STATE-CHARTERED
SAVINGS BANKS FOR JUNE 30, 1995
All schedules are to be reported in thousands of dollars. Unless otherwise
indicated, report the amount outstanding as of the last business day of the
quarter.
SCHEDULE RC--BALANCE SHEET
(DOLLAR AMOUNTS
RCFD IN THOUSANDS)
---- ---------------
ASSETS
1. Cash and balances due from depository
institutions (from Schedule RC-A):
a. Noninterest-bearing balances and currency
and coin(1)................................ 0081 493,999
b. Interest-bearing balances(2)............... 0071 0
2. Securities:
a. Held-to-maturity securities (from Schedule
RC-B, column A)............................ 1754 1,486,898
b. Available-for-sale securities (from
Schedule RC-B, column D)................... 1773 233,848
3. Federal funds sold and securities purchased
under agreements to resell in domestic
offices of the bank and of its Edge and
Agreement subsidiaries, and in IBFs:
a. Federal funds sold......................... 0276 31,250
b. Securities purchased under agreements to
resell..................................... 0277 44,500
RCFD
----
4. Loans and lease financing receivables:
a. Loans and leases, net of
unearned income
(from Schedule RC-C)........ 2122 6,531,110
b. LESS: Allowance for loan and
lease losses................ 3123 88,002
c. LESS: Allocated transfer
risk reserve................ 3128 0
d. Loans and leases, net of unearned income,
allowance, and reserve
(item 4.a minus 4.b and 4.c)............... 2125 6,443,108
5. Trading assets (from Schedule RC-D)......... 3545 2,159
6. Premises and fixed assets (including
capitalized leases)......................... 2145 151,167
7. Other real estate owned (from Schedule RC-
M).......................................... 2150 10,301
8. Investments in unconsolidated subsidiaries
and associated companies (from Schedule RC-
M).......................................... 2130 13,491
9. Customers' liability to this bank on
acceptances outstanding..................... 2155 3,200
10. Intangible assets (from Schedule RC-M)...... 2143 18,242
11. Other assets (from Schedule RC-F)........... 2160 148,434
12. Total assets (sum of items 1 through 11).... 2170 9,080,597
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(1) Includes cash items in process of collection and unposted debits.
(2) Includes time certificates of deposit not held for trading.
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SCHEDULE RC--CONTINUED
(DOLLAR AMOUNTS
RCON IN THOUSANDS)
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LIABILITIES
13. Deposits:
a. In domestic offices (sum of
totals of columns A and C
from Schedule RC-E,
part I)...................... 2200 6,907,096
RCON
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(1) Noninterest-
bearing(1).... 6631 1,419,565
(2) Interest-
bearing....... 6636 5,487,531
RCFN
----
b. In foreign offices, Edge and
Agreement subsidiaries, and IBFs
(from Schedule RC-E, part II).. 2200 2,948
RCFN
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(1) Noninterest-
bearing....... 6631 0
(2) Interest-
bearing....... 6636 2,948
14. Federal funds purchased and
securities sold under
agreements to repurchase in
domestic offices of the bank
and of its Edge and Agreement
subsidiaries, and in IBFs:
RCFD
----
a. Federal funds purchased...... 0278 418,571
b. Securities sold under
agreements to repurchase..... 0279 395,118
RCON
----
15. a. Demand notes issued to the
U.S. Treasury................. 2840 255,000
RCFD
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b. Trading Liabilities (from
Schedule RC-D)............... 3548 0
16. Other borrowed
money:
a. With original maturity of one
year or less................. 2332 169,762
b. With original maturity of
more than one year........... 2333 5,012
17. Mortgage indebtedness and
obligations under capitalized
leases.......................... 2910 0
18. Bank's liability on
acceptances executed and
outstanding..................... 2920 3,200
19. Subordinated notes and
debentures...................... 3200 0
20. Other liabilities (from
Schedule RC-G).................. 2930 145,604
21. Total liabilities (sum of
items 13 through 20)............ 2948 8,302,311
22. Limited-life preferred stock
and related surplus............. 3282 0
EQUITY CAPITAL
RCFD
----
23. Perpetual preferred stock and
related surplus................. 3838 0
24. Common stock.................... 3230 16,050
25. Surplus (exclude all surplus
related to preferred stock)..... 3839 270,224
26. a. Undivided profits and
capital reserves............. 3632 489,253
b. Net unrealized holding gains
(losses) on available-for-sale
securities................... 8434 2,759
27. Cumulative foreign currency
translation adjustments......... 3284 0
28. Total equity capital (sum of
items 23 through 27)............ 3210 778,286
29. Total liabilities, limited-
life preferred stock, and
equity capital (sum of items
21, 22, and 28)................. 3300 9,080,597
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(1) Includes total demand deposits and noninterest-bearing time and savings
deposits.
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SCHEDULE RC--CONTINUED
RCFD NUMBER
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MEMORANDUM
TO BE REPORTED ONLY WITH THE MARCH REPORT OF CONDITION.
1. Indicate in the box at the right the number of the statement
below that best describes the most comprehensive level of
auditing work performed for the bank by independent external
auditors as of any date during 1994.......................... 6724 N/A
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1 = Independent audit of the bank conducted in accordance with generally
accepted auditing standards by a certified public accounting firm which
submits a report on the bank.
2 = Independent audit of the bank's parent holding company conducted in
accordance with generally accepted auditing standards by a certified public
accounting firm which submits a report on the consolidated holding company
(but not on the bank separately).
3 = Directors' examination of the bank conducted in accordance with generally
accepted auditing standards by a certified public accounting firm (may be
required by state chartering authority).
4 = Directors' examination of the bank performed by other external auditors
(may be required by state chartering authority).
5 = Review of the bank's financial statements by external auditors.
6 = Compilation of the bank's financial statements by external auditors.
7 = Other audit procedures (excluding tax preparation work).
8 = No external audit work.
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