EX-25 8 a01807251.htm

Exhibit 25.1

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FORM T-1

UNITED STATES
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
(Jurisdiction of incorporation
if not a U.S. national bank)

13-5160382
(I.R.S. employer
identification no.)

   

One Wall Street, New York, New York
(Address of principal executive offices)

10286
(Zip code)

Mildred Quinones-Holmes, Managing Counsel
The Bank of New York
One Wall Street, New York, New York 10286
Telephone: 212-635-1889
(Name, address and telephone number for agent for service)

___________________________

Entergy Gulf States Reconstruction Funding I, LLC
(Exact name of obligor as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)

20-8834449
(I.R.S. employer
identification no.)

   

Capital Center
919 Congress Avenue, Suite 840
Austin, Texas
(Address of principal executive offices)

78701
(Zip code)

___________________________

Entergy Gulf States Reconstruction Funding I, LLC
SENIOR SECURED TRANSITION BONDS, SERIES A
(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, NY 10004-1417, and Albany, NY 12223

Federal Reserve Bank of New York

33 Liberty Plaza, New York, NY  10045

Federal Deposit Insurance Corporation

Washington, DC  20429

New York Clearing House Association

New York, New York   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 (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 and Exhibit 1 to Form T-1 filed with Registration Statement No. 333-121195.)

4. A copy of the existing By-laws of the Trustee.  (Exhibit 4 to Form T-1 filed with Registration Statement No. 333-121195.)

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. 333-106702.)

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.

 

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 21st day of May, 2007.

 

 

 

 

 

 

 

THE BANK OF NEW YORK

 

 

 

By:  

/s/ Bryon Tinnin

 

 

 

Name:  

Bryon Tinnin

 

 

 

Title:  

Vice President 

 

 

 

 

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 December 31,
2006, 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 $3,375,000
    Interest-bearing balances 11,937,000
Securities:  
  Held-to-maturity securities 1,729,000
  Available-for-sale securities 17,670,000
Federal funds sold and securities purchased  
  under agreements to resell  
    Federal funds sold in domestic offices 3,953,000
    Securities purchased under agreements to  
      resell 162,000
Loans and lease financing receivables:  
  Loans and leases held for sale 0
  Loans and leases, net of unearned  
    income 3,730,000
  LESS: Allowance for loan and  
    lease losses 286,000
  Loans and leases, net of unearned  
    income and allowance 30,444,000
  Trading assets 5,047,000
Premises and fixed assets (including  
  capitalized leases) 830,000
  Other real estate owned 1,000
  Investments in unconsolidated subsidiaries  
    and associated companies 292,000
  Not applicable  
  Intangible assets:  
    Goodwill 2,747,000
    Other intangible assets 981,000
Other assets 6,814,000
Total assets $85,987,000
   
   
   

 

 

 

 

LIABILITIES  
Deposits:  
  In domestic offices $30,000,000
  Noninterest-bearing 19,293,000
  Interest-bearing 10,707,000
  In foreign offices, Edge and Agreement  
    subsidiaries, and IBFs 33,219,000
  Noninterest-bearing 472,000
  Interest-bearing 32,747,000
Federal funds purchased and securities sold  
 under agreements to repurchase  
  Federal funds purchased in domestic  
   offices 671,000
  Securities sold under agreements to  
   repurchase 185,000
Trading liabilities 2,479,000
Other borrowed money:  
 (includes mortgage indebtedness and  
 obligations under capitalized leases) 2,076,000
Not applicable  
Not applicable  
Subordinated notes and debentures 1,955,000
Other liabilities 6,527,000
Total liabilities $77,112,000
   
   
Minority interest in consolidated  
 subsidiaries 144,000
   
EQUITY CAPITAL  
   
Perpetual preferred stock and related  
  surplus 0
Common stock 1,135,000
Surplus (exclude all surplus related to  
  preferred stock) 2,134,000
Retained earnings 5,769,000
Accumulated other comprehensive income -307,000
Other equity capital components  0
Total equity capital 8,737,000
   
Total liabilities, minority interest, and equity capital $85,987,000
   
   

 

I, Thomas J. Mastro, Executive Vice President and Comptroller 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 J. Mastro,
Executive Vice President and Comptroller

 

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.

 

Thomas A. Renyi |
Gerald L. Hassell | Directors