EX-25.1 7 ala2014s-3ex251.htm EXHIBIT ALA 2014 S-3 EX 25.1


Exhibit 25.1

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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)           |__|
___________________________
THE BANK OF NEW YORK MELLON
(Exact name of trustee as specified in its charter)
New York
(Jurisdiction of incorporation
if not a U.S. national bank)

13-5160382
(I.R.S. employer
identification no.)
One Wall Street, New York, N.Y.
(Address of principal executive offices)
10286
(Zip code)
___________________________
Alabama Power Company
(Exact name of obligor as specified in its charter)
Alabama
(State or other jurisdiction of
incorporation or organization)

63-0004250
(I.R.S. employer
identification no.)
600 North 18th Street
Birmingham, Alabama
(Address of principal executive offices)

35291
(Zip code)
___________________________
Senior Notes
(Title of the indenture securities)
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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
Superintendent of Banks of the State of New York
One State Street, New York, N.Y. 10004-1417, and Albany, N.Y. 12223

Federal Reserve Bank of New York

33 Liberty Street, New York, N.Y. 10045
Federal Deposit Insurance Corporation

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.
2.
Affiliations with Obligor.
If the obligor is an affiliate of the trustee, describe each such affiliation.
None.
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 Mellon (formerly known as The Bank of New York, itself 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, Exhibit 1 to Form T-1 filed with Registration Statement No. 33‑29637, Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121195 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-152735).

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4.
A copy of the existing By-laws of the Trustee (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-188382).
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. 333-188382).
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.

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SIGNATURE
Pursuant to the requirements of the Act, the Trustee, The Bank of New York Mellon, 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 19th day of February, 2014.
 
THE BANK OF NEW YORK MELLON
 
 
 
 
 
 
 
 
 
 
By:
/s/ Laurence J. O’Brien
 
 
 
Name: Laurence J. O’Brien
Title: Vice President
 


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EXHIBIT 7

Consolidated Report of Condition of
THE BANK OF NEW YORK MELLON
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 September 30, 2013, published in accordance with a call made by the Federal Reserve Bank of this District pursuant to the provisions of the Federal Reserve Act.
ASSETS
Dollar amounts in thousands
Cash and balances due from depository institutions:
 
Noninterest-bearing balances and currency and coin
5,498,000
Interest-bearing balances
128,722,000
Securities:
 
Held-to-maturity securities
19,612,000
Available-for-sale securities
73,165,000
Federal funds sold and securities purchased under agreements to resell:
 
Federal funds sold in domestic offices
136,000
Securities purchased under agreements to
resell
2,636,000
Loans and lease financing receivables:
 
Loans and leases held for sale
0
Loans and leases, net of unearned income
30,561,000
LESS: Allowance for loan and lease losses
194,000
Loans and leases, net of unearned income and allowance
30,367,000
Trading assets
6,502,000
Premises and fixed assets (including capitalized leases)
1,118,000
Other real estate owned
2,000
Investments in unconsolidated subsidiaries and associated companies
1,112,000
Direct and indirect investments in real estate ventures
0
Intangible assets:
 
Goodwill
6,465,000
Other intangible assets
1,324,000




Other assets
 
14,816,000

Total assets
 
291,475,000

LIABILITIES
 
 
Deposits:
 
 
In domestic offices
 
126,639,000

Noninterest-bearing
 
77,291,000

Interest-bearing
 
49,348,000

In foreign offices, Edge and Agreement subsidiaries, and IBFs
 
121,967,000

Noninterest-bearing
 
9,942,000

Interest-bearing
 
112,025,000

Federal funds purchased and securities sold under agreements to repurchase:
 
 
Federal funds purchased in domestic offices
 
2,127,000

Securities sold under agreements to repurchase
 
1,309,000

Trading liabilities
 
7,012,000

Other borrowed money:
(includes mortgage indebtedness and obligations under capitalized leases)
 
5,388,000

Not applicable
 
 
Not applicable
 
 
Subordinated notes and debentures
 
1,065,000

Other liabilities
 
6,607,000

Total liabilities
 
272,114,000

EQUITY CAPITAL
 
 
Perpetual preferred stock and related surplus
 
0

Common stock
 
1,135,000

Surplus (exclude all surplus related to preferred stock)
 
9,844,000

Retained earnings
 
9,125,000

Accumulated other comprehensive income
 
-1,093,000

Other equity capital components
 
0

Total bank equity capital
 
19,011,000

Noncontrolling (minority) interests in consolidated subsidiaries
 
350,000

Total equity capital
 
19,361,000

Total liabilities and equity capital
 
291,475,000





I, Thomas P. Gibbons, Chief Financial Officer of the above-named bank do hereby declare that this Report of Condition is true and correct to the best of my knowledge and belief.
Thomas P. Gibbons,
Chief Financial Officer
We, the undersigned directors, attest to the correctness of this statement of resources and liabilities. We 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 and is true and correct.
Gerald L. Hassell
Catherine A. Rein
Michael J. Kowalski
Directors