EX-25 7 a2081972zex-25.htm EX-25
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Exhibit 25

FORM T-1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

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)                             

THE BANK OF NEW YORK
(Exact name of trustee as specified in its charter)


New York
 
13-5160382
(Jurisdiction of incorporation   (I.R.S. Employer
if not a U.S. national bank)   Identification No.)
     
One Wall Street, New York, New York   10286
(Address of principal executive offices)   (Zip code)

ANTHEM, INC.
(Exact name of obligor as specified in its charter)


Indiana
 
35-2145715
(State or other jurisdiction   (I.R.S. Employer
of incorporation or organization)   Identification No.)
     
120 Monument Circle    
Indianapolis, Indiana   46204
(Address of principal executive offices)   (Zip code)

Notes*
(Title of the indenture securities)

*
Specific title(s) to be determined in connection with issuance(s) of Notes.

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.

Superintendent of Banks of the   2 Rector Street, New York, N.Y. 10006
    State of New York       and Albany, N.Y. 12203
Federal Reserve Bank of New York   33 Liberty Plaza, New York, N.Y. 10045
Federal Deposit Insurance Corporation   550 17th Street, N.W., Washington, D.C. 20429
New York Clearing House Association   New York, N.Y. 10005
    (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. (See Note on page 2.)

Item 16. List of Exhibits.

        Exhibits identified in parentheses below, on file with the Commission, are incorporated herein by reference as an exhibit hereto, pursuant to Rule 7a-29 under the Trust Indenture Act of 1939 (the "Act") and 17 C.F.R. 229.10(d).

    1.
    -   A copy of the Organization Certificate of The Bank of New York (formerly Irving Trust Company) as now in effect, which contains the authority to commence business and a grant of powers to exercise corporate trust powers. (Exhibit 1 to Amendment No. 1 to Form T-1 filed with Registration Statement No. 33-6215, Exhibits 1a and 1b to Form T-1 filed with Registration Statement No. 33-21672 and Exhibit 1 to Form T-1 filed with Registration Statement No. 33-29637.)

    4.
    -   A copy of the existing By-laws of the Trustee. (Exhibit 4 to Form T-1 filed with Registration Statement No. 33-31019.)

    6.
    -   The consent of the Trustee required by Section 321(b) of the Act. (Exhibit 6 to Form T-1 filed with Registration Statement No. 33-44051.)

    7.
    -   A copy of the latest report of condition of the Trustee published pursuant to law or to the requirements of its supervising or examining authority.
*
Pursuant to General Instruction B, the Trustee has responded only to Items 1, 2 and 16 of this form since to the best of the knowledge of the Trustee the obligor is not in default under any indenture under which the Trustee is a trustee.

2


NOTE

        Inasmuch as this Form T-1 is being filed prior to the ascertainment by the Trustee of all facts on which to base a responsive answer to Item 2, the answer to said Item is based on incomplete information.

        Item 2 may, however, be considered as correct unless amended by an amendment to this Form T-1.


SIGNATURE

        Pursuant to the requirements of the Act, the Trustee, The Bank of New York, 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 12th day of June, 2002.

    THE BANK OF NEW YORK

 
 
By:
 
/s/  ROBERT A. MASSIMILLO      
       
Robert A. Massimillo
Vice President

2

EXHIBIT 7


Consolidated Report of Condition of
THE BANK OF NEW YORK
of One Wall Street, New York, N.Y. 10286
And Foreign and Domestic Subsidiaries,

a member of the Federal Reserve System, at the close of business March 31, 2002, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act.

 
    
  
   Dollar Amounts
  
 
    
  
   In Thousands

  
ASSETS        
Cash and balances due from depository institutions:        
  Noninterest-bearing balances and currency and coin   $ 3,765,462  
  Interest-bearing balances     3,835,061  
Securities:        
  Held-to-maturity securities     1,232,736  
  Available-for-sale securities     10,522,833  
Federal funds sold and Securities purchased under agreements to resell     1,456,635  
Loans and lease financing receivables:        
  Loans and leases held for sale     801,505  
  Loans and leases, net of unearned income   35,858,070          
  LESS: Allowance for loan and lease losses   608,375          
  Loans and leases, net of unearned income and allowance     35,249,695  
Trading Assets     8,132,696  
Premises and fixed assets (including capitalized leases)     898,980  
Other real estate owned     911  
Investments in unconsolidated subsidiaries and associated companies     220,609  
Customers' liability to this bank on acceptances outstanding     574,020  
Intangible assets        
  Goodwill     1,714,761  
  Other intangible assets     49,213  
Other assets     5,001,308  
         
 
Total assets   $ 73,954,859  
         
 

2


LIABILITIES
 
 
 
 

Deposits:
 
 
 
 
  In domestic offices   $ 29,175,631  
  Noninterest-bearing   11,070,277          
  Interest-bearing   18,105,354          
  In foreign offices, Edge and Agreement subsidiaries, and IBFs     24,596,600  
  Noninterest-bearing   321,299          
  Interest-bearing   24,275,301          
Federal funds purchased and securities sold under agreements to repurchase     1,922,197  
Trading liabilities     1,970,040  
Other borrowed money: (includes mortgage indebtedness and obligations under capitalized leases)     1,577,518  
Bank's liability on acceptances executed and outstanding     575,362  
Subordinated notes and debentures     1,940,000  
Other liabilities     5,317,831  
         
 
Total liabilities   $ 67,075,179  
         
 

EQUITY CAPITAL
 
 
 
 
Common stock     1,135,284  
Surplus     1,055,508  
Retained earnings     4,227,287  
Accumulated other comprehensive income     (38,602 )
Other equity capital components     0  
Total equity capital     6,379,477  
         
 
Total liabilities and equity capital   $ 73,954,859  
         
 

3

        I, Thomas J. Mastro, Senior Vice President and Comptroller of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the Board of Governors of the Federal Reserve System and is true to the best of my knowledge and belief.

                        Thomas J. Mastro,
                        Senior Vice President and Comptroller

        We, the undersigned directors, attest to the correctness of this Report of Condition and declare that it has been examined by us and to the best of our knowledge and belief has been prepared in conformance with the instructions issued by the Board of Governors of the Federal Reserve System and is true and correct.

Thomas A. Renyi

Gerald L. Hassell

Alan R. Griffith		      

Directors

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NOTE
SIGNATURE
Consolidated Report of Condition of THE BANK OF NEW YORK of One Wall Street, New York, N.Y. 10286 And Foreign and Domestic Subsidiaries,