EX-25.1 9 a2130044zex-25_1.htm EXHIBIT 25.1

Exhibit 25.1

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
(Exact name of trustee as specified in its charter)

New York
(Jurisdiction of incorporation or
organization if not a U.S. national bank)		   13-2774727
(I.R.S. Employer
Identification No.)

452 Fifth Avenue, New York, NY
(212) 525-5600
(Address of principal executive offices)
 
 
10018-2706
(Zip Code)

Warren L. Tischler, SVP
HSBC Bank USA
452 Fifth Avenue
New York, New York 10018-2706
Tel: (212) 525-1311
(Name, address and telephone number of agent for service)

AMC ENTERTAINMENT INC.
(Exact name of obligor as specified in its charter)

Delaware
(State or other jurisdiction
of incorporation or organization)		   43-1304369
(I.R.S. Employer
Identification No.)

920 Main
Kansas City, Missouri
(Address of principal executive offices)
 
  
64105
(Zip Code)

8% Senior Subordinated Notes due 2014
(Title of Indenture Securities)

General

Item 1. 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.

        State of New York Banking Department.

        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

2

Item 16. List of Exhibits

Exhibit
    
    
T1A(i)   (1)   Copy of the Organization Certificate of HSBC Bank USA.

T1A(ii)
 
(1)
 
Certificate of the State of New York Banking Department dated December 31, 1993 as to the authority of HSBC Bank USA to commence business as amended effective on March 29, 1999.

T1A(iii)
 
 
 
Not applicable.

T1A(iv)
 
(3)
 
Copy of the existing By-Laws of HSBC Bank USA as amended on April 11, 2002.

T1A(v)
 
 
 
Not applicable.

T1A(vi)
 
(2)
 
Consent of HSBC Bank USA required by Section 321(b) of the Trust Indenture Act of 1939.

T1A(vii)
 
 
 
Copy of the latest report of condition of the trustee (September 30, 2003), 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. 022-22429 and incorporated herein by reference thereto.

(2)
Exhibit previously filed with the Securities and Exchange Commission with Registration No. 33-53693 and incorporated herein by reference thereto.

(3)
Exhibit previously filed with the Securities and Exchange Commission with Registration No. 333-88532 and incorporated herein by reference thereto.

3

SIGNATURE

        Pursuant to the requirements of the Trust Indenture Act of 1939, the Trustee, HSBC Bank USA, a banking corporation and trust company organized 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 9th day of March, 2004.

    HSBC BANK USA

 
 
By:
 
/s/ Gloria Alli
Gloria Alli
 Corporate Trust Officer

4

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 April 30, 2006
  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 September 30, 2003   (19980930)
(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		  

11/12/03
Date of Signature
 

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)
 

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.

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.

FDIC Certificate Number   0   0   5   8   9  
   
 
    (RCRI 9030)  
http://WWW.BANKING.US.HSBC.COM
Primary Internet Web Address of Bank (Home Page), if any (TEXT 4087)
(Example: www.examplebank.com)		  

HSBC Bank USA
Legal Title of Bank (TEXT 9010)
 

Buffalo
City (TEXT 9130)
 

N.Y.
14203
 
 
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   of Buffalo  
 
Name of Bank   City  

in the state of New York, at the close of business September 30, 2003

ASSETS
                Thousands of dollars
Cash and balances due from depository institutions:
a.   Non-interest-bearing balances currency and coin   $ 2,350,034
b.   Interest-bearing balances     1,160,995
  Held-to-maturity securities     4,213,089
  Available-for-sale securities     14,211,802
Federal funds sold and securities purchased under agreements to resell:
a.   Federal funds sold in domestic offices     633,000
b.   Securities purchased under agreements to resell     3,994,723
Loans and lease financing receivables:
  Loans and leases held for sale   $ 2,653,585
  Loans and leases net of unearned income   $ 42,180,013      
  LESS: Allowance for loan and lease losses     434,830      
  Loans and lease, net of unearned income, allowance, and reserve   $ 41,745,183
  Trading assets     11,522,909
  Premises and fixed assets     673,337
Other real estate owned     11,310
Investments in unconsolidated subsidiaries     243,581
Customers' liability to this bank on acceptances outstanding     80,310
Intangible assets: Goodwill     2,211,273
Intangible assets: Other intangible assets     503,927
Other assets     3,948,333
Total assets     90,157,211

LIABILITIES

Deposits:
  In domestic offices     42,764,284
  Non-interest-bearing     6,078,506      
  Interest-bearing     36,685,778      
In foreign offices     20,037,930
  Non-interest-bearing     417,850      
  Interest-bearing     19,620,080      
Federal funds purchased and securities sold under agreements to repurchase:
a.   Federal funds purchased in domestic offices     90,885
b.   Securities sold under agreements to repurchase     390,103

Trading Liabilities
 
 
8,070,149
Other borrowed money     5,316,355
Bank's liability on acceptances     80,130
Subordinated notes and debentures     1,549,223
Other liabilities     4,181,576
Total liabilities     82,480,605
Minority Interests in consolidated Subsidiaries     342

EQUITY CAPITAL

Perpetual preferred stock and related surplus
 
 
—
Common Stock     205,000
Surplus     6,420,202
Retained earnings     893,079
Accumulated other comprehensive income     157,983
Other equity capital components     —
Total equity capital     7,676,264
Total liabilities, minority interests and equity capital     90,157,211