305B2 1 file1.htm FORM 305B2


UNITED STATES

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)

DEUTSCHE BANK TRUST COMPANY AMERICAS

(formerly BANKERS TRUST COMPANY)

(Exact name of trustee as specified in its charter)

 

NEW YORK

13-4941247

(Jurisdiction of Incorporation or

(I.R.S. Employer

organization if not a U.S. national bank)

Identification no.)

 

60 WALL STREET

 

NEW YORK, NEW YORK

10005

(Address of principal

(Zip Code)

executive offices)

 

Deutsche Bank Trust Company Americas

Attention: Lynne Malina

Legal Department

60 Wall Street, 37th Floor

New York, New York 10005

(212) 250 – 0677

(Name, address and telephone number of agent for service)

CDF Funding, Inc.

(Depositor to GE Dealer Floorplan Master Note Trust)

(Exact name of obligor as specified in its charter)

 

Delaware

20-1060484

(State or other jurisdiction

(IRS Employer Identification No.)

of incorporation or organization)

 

5595 Trillium Boulevard

Hoffman Estates, Illinois 60192

(847) 747-4043

(Address and telephone number of Registrant’s principal executive offices)

Fred Robustelli, Esq.

GE Commercial Financial Services

401 Merritt 7, 4th Floor

Norwalk, Connecticut 06851

(203) 229-5563

(Address and Zip Code of agent for service)

Asset Backed Notes

(Title of the Indenture Securities)


 

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.

 

Name

 

Address

Federal Reserve Bank (2nd District)

 

New York, NY

Federal Deposit Insurance Corporation

 

Washington, D.C.

New York State Banking Department

 

Albany, NY

 

(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.

Item 3. -15.

Not Applicable

Item 16.

List of Exhibits.

 

Exhibit 1 -

Restated Organization Certificate of Bankers Trust Company dated August 6, 1998, Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated September 25, 1998, Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated December 16, 1998, and Certificate of Amendment of the Organization Certificate of Bankers Trust Company dated February 27, 2002, copies attached.

Exhibit 2 -

Certificate of Authority to commence business - Incorporated herein by reference to Exhibit 2 filed with Form T-1 Statement, Registration No. 33-21047.

Exhibit 3 -

Authorization of the Trustee to exercise corporate trust powers - Incorporated herein by reference to Exhibit 2 filed with Form T-1 Statement, Registration No. 33-21047.

Exhibit 4 -

Existing By-Laws of Bankers Trust Company, as amended on April 15, 2002. Copy attached.

 

 

 

Exhibit 5 -

Not applicable.

Exhibit 6 -

Consent of Bankers Trust Company required by Section 321(b) of the Act. - Incorporated herein by reference to Exhibit 4 filed with Form T-1 Statement, Registration No. 22-18864.

Exhibit 7 -

The latest report of condition of Deutsche Bank Trust Company Americas dated as of March 31, 2007. Copy attached.

Exhibit 8 -

Not Applicable.

Exhibit 9 -

Not Applicable.

 

 

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Deutsche Bank Trust Company Americas, 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 this 31st day of May, 2007.

 

 

DEUTSCHE BANK TRUST COMPANY AMERICAS

 

By: 


/s/ Louis Bodi

 

 

 

Louis Bodi

 

 

 

Vice President