EX-25.1 14 dp55114_ex2501.htm EXHIBIT 25.1
Exhibit 25.1
 
 
 
 
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)
_______________________________________________________

U.S. BANK NATIONAL ASSOCIATION
(Exact name of Trustee as specified in its charter)

31-0841368
I.R.S. Employer Identification No.

800 Nicollet Mall
Minneapolis, Minnesota
 
55402
(Address of principal executive offices)
(Zip Code)
 
 
Beverly A. Freeney
U.S. Bank National Association
100 Wall Street, Suite 1600
New York, New York 10005
(212) 951-6993
(Name, address and telephone number of agent for service)

BBVA Compass Bancshares, Inc.
(Issuer with respect to the Securities)

Texas
20-8948381
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)

2200 Post Oak Boulevard
Houston, Texas
77056
(Address of Principal Executive Offices)
(Zip Code)

Senior Debt Securities
(Title of the Indenture Securities)





 
 

 


FORM T-1

Item1.
      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.

 
b)
Whether it is authorized to exercise corporate trust powers.
Yes

Item2. 
AFFILIATIONS WITH OBLIGOR. If the obligor is an affiliate of the Trustee, describe each such affiliation.
 
None

Items 3-15
Items 3-15 are not applicable because to the best of the Trustee's knowledge, the obligor is not in default under any Indenture for which the Trustee acts as Trustee.

Item16. 
LIST OF EXHIBITS: List below all exhibits filed as a part of this statement of eligibility and qualification.

 
1.   A copy of the Articles of Association of the Trustee.*

 
2.   A copy of the certificate of authority of the Trustee to commence business, attached as Exhibit 2.

 
3.
A copy of the certificate of authority of the Trustee to exercise corporate trust powers, attached as Exhibit 3.

 
4.
A copy of the existing bylaws of the Trustee.**
 
 
 
5.
A copy of each Indenture referred to in Item 4.  Not applicable.

 
6.
The consent of the Trustee required by Section 321(b) of the Trust Indenture Act of 1939, attached as Exhibit 6.

 
7.
Report of Condition of the Trustee as of December 31, 2014 published pursuant to law or the requirements of its supervising or examining authority, attached as Exhibit 7.

* Incorporated by reference to Exhibit 25.1 to Amendment No. 2 to registration statement on S-4, Registration Number 333-128217 filed on November 15, 2005.
** Incorporated by reference to Exhibit 25.1 to registration statement on form S-3ASR,  Registration Number 333-199863 filed on November 5, 2014.



 
 
2

 
SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the Trustee, U.S. 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 and qualification to be signed on its behalf by the undersigned, thereunto duly authorized, all in the City of New York, State of New York on the 3rd of April, 2015.
 
       
 
By:
/s/  Beverly A. Freeney  
   
Beverly A. Freeney
 
   
Vice President
 
       



 
3

 

 
Exhibit 2
 


 
4

 

 
Exhibit 3
 
 



 
5

 


Exhibit 6

CONSENT


In accordance with Section 321(b) of the Trust Indenture Act of 1939, the undersigned, U.S. BANK NATIONAL ASSOCIATION hereby consents that reports of examination of the undersigned by Federal, State, Territorial or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.


Dated: April 3, 2015

 
       
 
By:
/s/ Beverly A. Freeney  
   
Beverly A. Freeney
 
   
Vice President
 
       





 
6

 

Exhibit 7
 
U.S. Bank National Association
Statement of Financial Condition
As of 12/31/2014
 
($000’s)
 
 
    12/31/2014  
Assets
     
Cash and Balances Due From Depository Institutions
  $ 10,622,022  
Securities
    100,557,832  
Federal Funds
    79,987  
Loans & Lease Financing Receivables
    247,427,720  
Fixed Assets
    4,246,071  
Intangible Assets
    13,078,376  
Other Assets
    22,967,351  
Total Assets
  $ 398,978,359  
         
Liabilities
       
Deposits
  $ 294,158,985  
Fed Funds
    1,722,932  
Treasury Demand Notes
    0  
Trading Liabilities
    734,026  
Other Borrowed Money
    45,457,856  
Acceptances
    0  
Subordinated Notes and Debentures
    3,650,000  
Other Liabilities
    11,857,789  
Total Liabilities
  $ 357,581,588  
         
Equity
       
Common and Preferred Stock     18,200  
Surplus
    14,266,400  
Undivided Profits
    26,256,268  
Minority Interest in Subsidiaries
    855,903  
Total Equity Capital
  $ 41,396,771  
         
Total Liabilities and Equity Capital
  $ 398,978,359  
 
 
 
 
7