CONFORMED COPY
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SECURITIES AND EXCHANGE COMMISSION
XXXXXXXXXX, XX 00000
_________________________________
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) ____
BANK OF MONTREAL TRUST COMPANY
(EXACT NAME OF TRUSTEE AS SPECIFIED IN ITS CHARTER)
New York 00-0000000
(JURISDICTION OF INCORPORATION OR ORGANIZATION (I.R.S. EMPLOYER
IF NOT A US NATIONAL BANK) IDENTIFICATION NO.)
00 Xxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
Xxxx X. XxXxxxxxxx
Bank of Montreal Trust Company
00 Xxxxx Xxxxxx, Xxx Xxxx, XX 00000
(000) 000-0000
(NAME, ADDRESS AND TELEPHONE NUMBER OF AGENT FOR SERVICE)
____________________________________
PRICELLULAR WIRELESS CORPORATION
(EXACT NAME OF OBLIGOR AS SPECIFIED IN ITS CHARTER)
Delaware 00-0000000
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NUMBER)
00 Xxxxxxxxxxx Xxxxxx
Xxx Xxxx, Xxx Xxxx 00000
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)
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10-3/4% SENIOR SUBORDINATED CONVERTIBLE DISCOUNT NOTES DUE 2004
(TITLE OF THE INDENTURE SECURITIES)
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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.
Federal Reserve Bank of New York
00 Xxxxxxx Xxxxxx, Xxx Xxxx XX 00000
State of New York Banking Department
0 Xxxxxx Xxxxxx, Xxx Xxxx, XX 00000
(b) Whether it is authorized to exercise corporate trust powers.
The Trustee is authorized to exercise corporate trust
powers.
ITEM 2. AFFILIATIONS WITH THE OBLIGOR.
If the obligor is an affiliate of the trustee, describe each such
affiliation.
The obligor is not an affiliate of the trustee.
ITEM 16. LIST OF EXHIBITS.
List below all exhibits filed as part of this statement of eligibility.
1. Copy of Organization Certificate of Bank of Montreal Trust
Company to transact business and exercise corporate trust powers;
incorporated herein by reference as Exhibit "A" filed with Form
T-1 Statement, Registration No. 33-46118.
2. Copy of the existing By-Laws of Bank of Montreal Trust Company;
incorporated herein by reference as Exhibit "B" filed with Form
T-1 Statement, Registration No. 33-80928.
3. The consent of the Trustee required by Section 321(b) of the Act;
incorporated herein by reference as Exhibit "C" with Form T-1
Statement, Registration No. 33-46118.
4. A copy of the latest report of condition of Bank of Montreal
Trust Company published pursuant to law or the requirements of
its supervising or examining authority, attached hereto as
Exhibit "D".
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of
1939 the Trustee, Bank of Montreal Trust Company, 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 25th day of November, 1996.
BANK OF MONTREAL TRUST COMPANY
By /S/ Xxx Xxxxxxx
-------------------------
Xxx Xxxxxxx
Assistant Vice President
EXHIBIT "D"
STATEMENT OF CONDITION
BANK OF MONTREAL TRUST COMPANY
NEW YORK
______________________________
ASSETS
Due From Banks $1,570,159
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Investment Securities:
State & Municipal 17,025,354
Other 100
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TOTAL SECURITIES 17,025,454
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Loans and Advances
Federal Funds Sold 12,000,000
Overdrafts (336,057)
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TOTAL LOANS AND ADVANCES 11,663,943
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Investment in Xxxxxx Trust, NY 6,656,129
Premises and Equipment 509,422
Other Assets 2,494,863
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TOTAL ASSETS $39,919,970
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LIABILITIES
Trust Deposits $ 9,859,384
Other Liabilities 9,239,409
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TOTAL LIABILITIES 19,098,793
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CAPITAL ACCOUNTS
Capital Stock, Authorized, Issued and
Fully Paid - 10,000 Shares of $100 Each 1,000,000
Surplus 4,222,188
Retained Earnings 15,510,844
Equity - Municipal Gain/Loss 88,145
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TOTAL CAPITAL ACCOUNTS 20,821,177
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TOTAL LIABILITIES
AND CAPITAL ACCOUNTS $39,919,970
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I, Xxxx X. XxXxxxxxxx, Vice President, 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.
Xxxx X. XxXxxxxxxx
December 31, 1995
We, the undersigned directors, attest to the correctness of this statement
of resources and liabilities. We declared 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.
Xxxxxx Xxxxxx
Xxxxx X. Xxxxxx
Xxxxxx X. Xxxxxxxxx
