CONFORMED COPY

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)

HSBC Bank USA, National Association

(Exact name of trustee as specified in its charter)

N/A	20-1177241
(Jurisdiction of incorporation or organization if not a U.S. national bank)	(I.R.S. Employer Identification No.)

90 Christiana Road New Castle, Delaware	19702
(Address of principal executive offices)	(Zip Code)

John J. Mazzarella, FVP

HSBC Bank USA, National Association

452 Fifth Avenue

New York, New York 10018-2706

Tel: (212) 525-1801

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

EDO CORPORATION

(Exact name of obligor as specified in its charter)

New York	11-0707740
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

60 East 42^nd Street, Suite 5010

New York, New York 10165

(Address of principal executive offices)

4.0% Convertible Senior Subordinated Notes due 2025

(Title of Indenture Securities)

General

Item1.	General Information.
	Furnish the following information as to the trustee:
	(a) Name and address of each examining or supervisory authority to which it is subject.
	Comptroller of the Currency, New York, NY.
	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 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
T1A(i)	(1)	Copy of the Articles of Association of HSBC Bank USA, National Association.
T1A(ii)	(1)	Certificate of the Comptroller of the Currency dated July 1, 2004 as to the authority of HSBC Bank USA, National Association to commence business.
T1A(iii)	(2)	Certificate of Fiduciary Powers dated August 18, 2004 for HSBC Bank USA, National Association
T1A(iv)	(1)	Copy of the existing By-Laws of HSBC Bank USA, National Association.
T1A(v)		Not applicable.
T1A(vi)	(2)	Consent of HSBC Bank USA, National Association required by Section 321(b) of the Trust Indenture Act of 1939.
T1A(vii)		Copy of the latest report of condition of the trustee (June 30, 2005), published pursuant to law or the requirement of its supervisory or examining authority.
T1A(viii)		Not applicable.
T1A(ix)		Not applicable.

(1) Exhibits previously filed with the Securities and Exchange Commission with Registration No. 333-118523 and incorporated herein by reference thereto.

(2) Exhibits previously filed with the Securities and Exchange Commission with Registration No. 333-125197 and incorporated herein by reference thereto.

SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee, HSBC Bank USA, 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 New York and State of New York on the 15^th day of November, 2005.

HSBC BANK USA, NATIONAL ASSOCIATION
By:	/s/ Deirdra N. Ross
	Deirdra N. Ross
	Assistant Vice President

	Exhibit T1A (vii) Board of Governors of the Federal Reserve System OMB Number: 7100-0036 Federal Deposit Insurance Corporation OMB Number: 3064-0052 Office of the Comptroller of the Currency OMB Number: 1557-0081
Federal Financial Institutions Examination Council	Expires March 31, 2007
	Please refer to page i, Table of Contents, for the required disclosure of estimated burden.	1

Consolidated Reports of Condition and Income for

A Bank With Domestic and Foreign Offices—FFIEC 031

Report at the close of business June 30, 2005	(20040630)
	(RCRI 9999)

This report is required by law; 12 U.S.C. §324 (State member banks); 12 U.S.C. § 1817 (State nonmember banks); and 12 U.S.C. §161 (National banks).

NOTE: The Reports of Condition and Income must be signed by an authorized officer and the Report of Condition must be attested to by not less than two directors (trustees) for State nonmember banks and three directors for State member and National Banks.

I, Joseph R. Simpson, Controller

Name and Title of Officer Authorized to Sign Report

Of the named bank do hereby declare that these Reports of Condition and Income (including the supporting schedules) have been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and are true to the best of my knowledge and believe.

/s/ Joseph R. Simpson

Signature of Officer Authorized to Sign Report

8/9/05

Date of Signature

Submission of Reports

Each Bank must prepare its Reports of Condition and Income either:

(a) in electronic form and then file the computer data file directly with the banking agencies’ collection agent, Electronic Data System Corporation (EDS), by modem or computer diskette; or

(b) in hard-copy (paper) form and arrange for another party to convert the paper report to automated for. That party (if other than EDS) must transmit the bank’s computer data file to EDS.

FDIC Certificate Number	5	7	8	9	0
	(RCRI 9030)

http://WWW.BANKING.US.HSBC.COM

Primary Internet Web Address of Bank (Home Page), if any (TEXT 4087)

(Example: www.examplebank.com)

This report form is to be filed by banks with branches and consolidated subsidiaries in U.S. territories and possessions, Edge or Agreement subsidiaries, foreign branches, consolidated foreign subsidiaries, or International Banking Facilities.

The Reports of Condition and Income are to be prepared in accordance with Federal regulatory authority instructions.

We, the undersigned directors (trustees), attest to the correctness of this Report of Condition (including the supporting schedules) 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 appropriate Federal regulatory authority and is true and correct.

/s/ Sal H. Alfieri

Director (Trustee)

/s/ Bernard J. Kennedy

Director (Trustee)

/s/ Martin Glynn

Director (Trustee)

For electronic filing assistance, contact EDS Call report Services, 2150 N. Prospect Ave., Milwaukee, WI 53202, telephone (800) 255-1571.

To fulfill the signature and attestation requirement for the Reports of Condition and Income for this report date, attach this signature page to the hard-copy f the completed report that the bank places in its files.

HSBC Bank USA, NATIONAL ASSOCIATION

Legal Title of Bank (TEXT 9010)

Wilmington

City (TEXT 9130)

DE	19801
State Abbrev. (TEXT 9200)	ZIP Code (TEXT 9220)

Board of Governors of the Federal Reserve System, Federal Deposit Insurance Corporation, Office of the Comptroller of the Currency

REPORT OF CONDITION

Consolidated domestic subsidiaries
HSBC Bank USA, National Association	of Buffalo
Name of Bank	City

in the state of New York, at the close of business June 30, 2005

ASSETS
	Thousands of dollars
Cash and balances due from depository institutions:
a. Non-interest-bearing balances currency and coin			$	3,040,367
b. Interest-bearing balances				2,764,445
Held-to-maturity securities				3,266,908
Available-for-sale securities				15,567,384
Federal funds sold and securities purchased under agreements to resell:
a. Federal funds sold in domestic offices				650,000
b. Securities purchased under agreements to resell				3,235,177
Loans and lease financing receivables:
Loans and leases held for sale				3,247,682
Loans and leases net of unearned income	$	84,288,589
LESS: Allowance for loan and lease losses		788,934
Loans and lease, net of unearned income, allowance, and reserve			$	83,499,655
Trading assets				17,871,236
Premises and fixed assets				536,303
Other real estate owned				22,976
Investments in unconsolidated subsidiaries				304,083
Customers’ liability to this bank on acceptances outstanding				71,082
Intangible assets: Goodwill				2,089,872
Intangible assets: Other intangible assets				332,423
Other assets				4,952,397
Total assets				141,451,990
LIABILITIES
Deposits:
In domestic offices				62,033,901
Non-interest-bearing		8,291,294
Interest-bearing		53,112,607
In foreign offices				25,605,111
Non-interest-bearing		422,732
Interest-bearing		25,182,379
Federal funds purchased and securities sold under agreements to repurchase:
a. Federal funds purchased in domestic offices				233,965
b. Securities sold under agreements to repurchase				1,162,702
Trading Liabilities				10,964,648
Other borrowed money				21,800,716
Bank’s liability on acceptances				71,082
Subordinated notes and debentures				3,529,808
Other liabilities				3,917,555
Total liabilities				129,309,488
Minority Interests in consolidated Subsidiaries				292
EQUITY CAPITAL
Perpetual preferred stock and related surplus				0
Common Stock				2,000
Surplus				9,713,765
Retained earnings				2,363,986
Accumulated other comprehensive income				62,459
Other equity capital components				0
Total equity capital				12,142,210
Total liabilities, minority interests and equity capital				141,451,990