STATEMENT OF ELIGIBILITY OF TRUSTEE
Published on March 21, 1997
Exhibit 25.1
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
CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY
OF A TRUSTEE PURSUANT TO SECTION 305(b)(2)____ [Not applicable]
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TEXAS COMMERCE BANK NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)
A National Banking Association 74-0800980
(State of Incorporation if not a U.S. (I.R.S. Employer
national bank) Identification No.)
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712 Main Street
Houston, Texas 77002
(Address of principal (Zip Code)
executive offices)
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Carol Kirkland, 712 Main Street, 26th Floor
Houston, Texas 77002 (713) 216-2448
(Name, Address and Telephone Number
of Agent for Service)
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RESOURCE MORTGAGE CAPITAL, INC.
(Exact name of obligor as specified in its charter)
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Virginia 52-1549373
(State or other (I.R.S. Employer
jurisdiction of Identification No.)
incorporation or
organization)
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10500 Little Patuxent
Parkway 21044
Columbia, Maryland (Zip Code)
(Address of principal
executive offices)
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Resource Mortgage
Capital, Inc. Company
Senior Debt Securities
(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.
Comptroller of the Currency, Washington, D.C.
Federal Deposit Insurance Corporation, Washington, D.C.
Board of Governors of The Federal Reserve System,
Washington, D.C.
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
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 3. Voting securities of the trustee.
Furnish the following information as to each class of voting
securities of the trustee:
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Col. A Col. B
Title of Class Amount outstanding
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Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
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Item 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:
(a) Title of the securities outstanding under each such other
indenture.
Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
(b) A brief statement of the facts relied upon as a basis for the
claim that no conflicting interest within the meaning of Section 310(b)(1)
of the Act arises as a result of the trusteeship under any such other
indenture, including a statement as to how the indenture securities will
rank as compared with the securities issued under such other indenture.
Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
Item 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 by virtue of Form T-1 General Instruction B and
response to Item 13.
Item 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.
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Col. A Col. B Col. C Col. D
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Percentage of
voting securities
represented by
Amount owned amount given
Name of owner Title of class beneficially in Col. C
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Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
Item 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.
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Col. A Col. B Col. C Col. D
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Percent of
voting securities
represented by
Amount owned amount given
Name of owner Title of class beneficially in Col. C
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Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
Item 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.
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Col. A Col. B Col. C Col. D
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Whether the Amount owned
securities beneficially or Percent of class
are voting held represented by
or nonvoting as collateral amount given
Title of class securities security in Col. C
for obligations
in default
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Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
Item 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.
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Col. A Col. B Col. C Col. D
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Amount owned
beneficially or Percent of class
held represented by
Name of issuer and Amount as collateral amount given
title of class outstanding security in Col. C
for obligations in
default by trustee
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Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
Item 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 securities 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:
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Col. A Col. B Col. C Col. D
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Amount owned
beneficially or Percent of class
held represented by
Name of issuer and Amount as collateral amount given
title of class outstanding security in Col. C
for obligations in
default by trustee
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Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
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.
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.
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Col. A Col. B Col. C Col. D
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Amount owned
beneficially or Percent of class
held represented by
Name of issuer and Amount as collateral amount given
title of class outstanding security in Col. C
for obligations in
default by trustee
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Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
Item 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:
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Col. A Col. B Col. C
Nature of Amount
Indebtedness Outstanding Date Due
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Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
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, nor has there been, a default with respect to the
securities under this indenture. (See Note on Page 6.)
(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 a default under any such indenture or
series. (See Note on Page 6.)
Item 14. Affiliations with the underwriters.
If any underwriter is an affiliate of the trustee, describe each
such affiliation.
Not applicable by virtue of Form T-1 General Instruction B and
response to Item 13.
Item 15. Foreign trustee.
Identify the order or rule 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.
Item 16. List of exhibits.
List below all exhibits filed as a part of this statement of
eligibility.
*1 -- A copy of the articles of association of the trustee
as now in effect.
**2 -- A copy of the certificate of authority of the
trustee to commence business.
**3 -- A copy of the authorization of the trustee to
exercise corporate trust powers.
***4 -- A copy of the existing by-laws of the trustee.
5 -- Not applicable.
6 -- The consent of the trustee required by Section 321(b)
of the Act.
****7 -- A copy of the latest report of condition of the
trustee published pursuant to law or the
requirements of its supervising or examining authority.
8 -- Not applicable.
9 -- Not applicable.
* Incorporated by reference to Exhibit bearing the same Exhibit number
submitted with the Form T-1 of Texas Commerce Bank National Association
with respect to File No. 33-51417
** Incorporated by reference to Exhibit bearing the same Exhibit number
submitted with the Form T-1 of Texas National Bank of Commerce with respect
to File No. 2-24599.
*** Incorporated by reference to Exhibit bearing the same Exhibit number
submitted with the Form T-1 of Texas Commerce Bank National Association
with respect to File No. 333-15539.
**** Incorporated by reference to Exhibit bearing the same Exhibit number
submitted with the Form T-1 of Texas Commerce Bank National Association
with respect to File No. 333-15539.
NOTE
Inasmuch as this Form T-1 is filed prior to the ascertainment of all facts
on which to base a responsive answer to Item 13, the answer to said Item is
based on incomplete information. Such item may, however, be considered as
correct unless amended by an amendment to this Form T-1.
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7
SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, the
trustee, Texas Commerce 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 Houston
and State of Texas, on the 21st day of March, 1997.
TEXAS COMMERCE BANK
NATIONAL ASSOCIATION
By: /s/ Rafael A. Herrera
Rafael A. Herrera
Vice President and Trust Officer
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Exhibit 6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture Act
of 1939 in connection with the proposed issue of Resource Mortgage Capital, Inc
Debt Securities, 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.
TEXAS COMMERCE BANK NATIONAL ASSOCIATION
By: /s/ Rafael A. Herrera
Rafael A. Herrera
Vice President and Trust Officer
Dated: March 21, 1997