Published on January 9, 2003
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)
WACHOVIA BANK, NATIONAL ASSOCIATION
(Exact Name of Trustee as Specified in its Charter)
22-1147033
(I.R.S. Employer Identification No.)
301 S. COLLEGE STREET, CHARLOTTE, NORTH CAROLINA
(Address of Principal Executive Offices)
28288-0630
(Zip Code)
WACHOVIA BANK, NATIONAL ASSOCIATION
1021 EAST CARY STREET
RICHMOND, VA. 23219
ATTENTION: CORPORATE TRUST ADMINISTRATION
(804) 697-7106
(Name, address and telephone number of Agent for Service)
DYNEX CAPITAL, INC.
(Exact Name of Obligor as Specified in its Charter)
VIRGINIA
(State or other jurisdiction of Incorporation or Organization)
52-1549373
(I.R.S. Employer Identification No.)
4551 COX ROAD, SUITE 300
GLENN ALLEN, VIRGINIA
(Address of Principal Executive Offices)
23060
(Zip Code)
SENIOR DEBT SECURITIES
(Title of Indenture Securities)
1. General information.
Furnish the following information as to the trustee:
a) Name and address of each examining or supervisory authority to which
it is subject: Comptroller of the Currency United States Department of
the Treasury Washington, D.C. 20219
Federal Reserve Bank
Richmond, Virginia 23219
Federal Deposit Insurance Corporation
Washington, D.C. 20429
b) Whether it is authorized to exercise corporate trust powers.
Yes.
2. Affiliations with obligor.
If the obligor is an affiliate of the trustee, describe each such
affiliation.
None.
3. Voting securities of the trustee.
Furnish the following information as to each class of voting securities of
the trustee:
Not applicable - see answer to Item 13.
4. Trusteeships under other indentures.
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, furnish the following
information:
Not applicable - see answer to Item 13.
5. Interlocking directorates and similar relationships with the obligor or
underwriters.
If the trustee or any of the directors or executive officers of the trustee
is a director, officer, partner, employee, appointee, or representative
of the obligor or of any underwriter for the obligor, identify each such
person having any such connection and state the nature of each such
connection.
Not applicable - see answer to Item 13.
6. Voting securities of the trustee owned by the obligor or its
officials.
Furnish the following information as to the voting securities of the
trustee owned beneficially by the obligor and each director, partner,
and executive officer of the obligor:
Not applicable - see answer to Item 13.
7. Voting securities of the trustee owned by underwriters or their officials.
Furnish the following information as to the voting securities of the
trustee owned beneficially by each underwriter for the obligor and
each director, partner, and executive officer of each such underwriter:
Not applicable - see answer to Item 13.
8. Securities of the obligor owned or held by the trustee.
Furnish the following information as to securities of the obligor owned
beneficially or held as collateral security for obligations in default
by the trustee:
Not applicable - see answer to Item 13.
9. Securities of underwriters owned or held by the trustee.
If the trustee owns beneficially or holds as collateral security for
obligations in default any securities of an underwriter for the obligor,
furnish the following information as to each class of securities of such
underwriter any of which are so owned or held by the trustee:
Not applicable - see answer to Item 13.
10. Ownership or holdings by the trustee of voting securities of certain
affiliates or security holders of the obligor.
If the trustee owns beneficially or holds as collateral security for
obligations in default voting securities of a person who, to the knowledge
of the trustee (1) owns 10 percent or more of the voting stock of the
obligor or (2) is an affiliate, other than a subsidiary, of the obligor,
furnish the following information as to the voting securities of such
person:
Not applicable - see answer to Item 13.
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.
If the trustee owns beneficially or holds as collateral security for
obligations in default any securities of a person who, to the knowledge
of the trustee, owns 50 percent or more of the voting securities of the
obligor, furnish the following information as to each class of securities
of such person any of which are so owned or held by the trustee:
Not applicable - see answer to Item 13.
12. Indebtedness of the obligor to the trustee.
Except as noted in the instructions, if the obligor is indebted to the
trustee, furnish the following information:
Not applicable - see answer to Item 13.
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.
None.
(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.
None
14. Affiliations with the underwriters.
If any underwriter is an affiliate of the trustee, describe each such
affiliation.
Not applicable - see answer to Item 13.
15. Foreign trustee.
Identify the order or rule pursuant to which the trustee is authorized
to act as sole trustee under indentures qualified or to be qualified
under the Act.
Not applicable - trustee is a national banking association organized under
the laws of the United States.
16. List of Exhibits.
List below all exhibits filed as part of this statement of eligibility.
___ 1. Copy of Articles of Association of the trustee as now in effect.*
___ 2. Copy of the Certificate of the Comptroller of the Currency
dated March 27, 2002, evidencing the authority of the trustee
to transact business.*
___ 3. Copy of the Certification of Fiduciary Powers of the trustee
by the Office of the Comptroller of the Currency dated March 27,
2002.*
___ 4. Copy of existing by-laws of the trustee.*
___ 5. Copy of each indenture referred to in Item 4, if the obligor
is in default.
- Not Applicable.
X 6. Consent of the trustee required by Section 321(b) of the Act.
---
X 7. Copy of report of condition of the trustee at the close of
--- business on September 30 2002, published pursuant to the
requirements of its supervising authority.
___ 8. Copy of any order pursuant to which the foreign trustee is
authorized to act as sole trustee under indentures qualified
or to be qualified under the Act.
- Not Applicable
___ 9. Consent to service of process required of foreign trustees
pursuant to Rule 10a-4 under the Act.
- Not Applicable
- --------------------------------------------------------------------------------
*Previously filed with the Securities and Exchange Commission on April 11,
2002 as an Exhibit to Form T-1 in connection with Registration Statement Number
333-86036,
NOTE
The trustee disclaims responsibility for the accuracy or completeness of
information contained in this Statement of Eligibility not known to the trustee
and not obtainable by it through reasonable investigation and as to which
information it has obtained from the obligor and has had to rely or will obtain
from the principal underwriters and will have to rely.
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939,the trustee,
Wachovia 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 Richmond and the Commonwealth of
Virginia, on the 8th day of January, 2003.
Wachovia Bank, National Association
By: /s/Stephanie E. Haysley
--------------------------------------
Stephanie E. Haysley
Vice President
CONSENT OF THE TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture Act of
1939, and in connection with the proposed issue of Dynex Capital, Inc. Senior
Debt Securities, Wachovia Bank, National Association, hereby consents 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.
WACHOVIA BANK, NATIONAL ASSOCIATION
By: /s/Stephanie E. Haysley
--------------------------------------
Stephanie E. Haysley
Vice President
Richmond, Virginia
January 8, 2003
EXHIBIT T-7
REPORT OF CONDITION
Consolidating domestic and foreign subsidiaries of the Wachovia Bank, National
Association at the close of business on September 30, 2002, published in
response to call made by Comptroller of the Currency, under title 12, United
States Code, Section 161. Charter Number 1 Comptroller of the Currency..
Statement of Resources and Liabilities
- --------------------------------------
ASSETS
Thousand of Dollars