EX-25.1 6 apcaugust2016s03asrex251.htm FORM T-1 STATEMENT OF ELIGIBILITY Exhibit

Exhibit 25.1

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 TRUST COMPANY,
NATIONAL ASSOCIATION
(Exact name of trustee as specified in its charter)

 
 
95-3571558
(Jurisdiction of incorporation of organization
 
(I.R.S. Employer
if not a U.S. national bank)
 
Identification Number)

400 South Hope Street,
 
 
Suite 500
 
 
Los Angeles, CA
 
90071
(Address of principal executive offices)
 
(Zip Code)

Rhea L. Ricard, Legal Department
The Bank of New York Mellon Trust Company, National Association
400 South Hope Street, Suite 500
Los Angeles, California 90071
(213) 630-6476
(Name, address and telephone number of agent for service)
________________

Anadarko Petroleum Corporation
(Exact name of obligor as specified in its charter)

Delaware
 
76-0146568
(State or other jurisdiction
 
(I.R.S. Employer
of incorporation or organization)
 
Identification Number)
1201 Lake Robbins Drive
 
 
The Woodlands, Texas
 
77380-1046
(Address of principal executive offices)
 
(Zip Code)

_________________________

Debt Securities
(Title of the indenture securities)




Item 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.

Comptroller of the Currency – United States
Department of the Treasury, Washington, D.C. 20219

Federal Reserve Bank, San Francisco, California 94105

Federal Deposit Insurance Corporation, Washington, D.C. 20429

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

Yes.

Item 2. Affiliations with the obligor.

If the obligor is an affiliate of the trustee, describe each such affiliation.

None.

Pursuant to General Instruction B of Form T-1, no responses are included for Items 3-15 of this Form T-1 because the obligor is not in default as provided under Item 13 and the trustee is not a foreign trustee as provided under Item 15.

Item 16. List of exhibits.
List below all exhibits filed as a part of this statement of eligibility.
Exhibits identified in parentheses below as being previously filed with the United States Securities and Exchange Commission are incorporated herein by reference as exhibits 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 articles of association of The Bank of New York Mellon Trust Company, National Association, as now in effect (Exhibit 1 to Form T-1 filed on September 8, 2008, in connection with Registration Statement No. 333-135006).
2.
A copy of the certificate of authority of the trustee to commence business (Exhibit 2 to Form T-1 filed on January 11, 2005, in connection with Registration Statement No. 333-121948).
3.
A copy of the authorization of the trustee to exercise corporate trust powers (Exhibit 3 to Form T-1 filed on September 8, 2008, in connection with Registration Statement No. 333-135006).
4.
A copy of the existing by‑laws of the trustee (Exhibit 4 to Form T-1 filed on October 28, 2009, in connection with Registration Statement No. 333-162713).



5.
Not applicable.
6.
The consent of the trustee required by Section 321(b) of the Act.
7.
A copy of the latest report of condition of the trustee published pursuant to law or the requirements of its supervising or examining authority.
8.
Not applicable.
9.
Not applicable.



SIGNATURE

Pursuant to the requirements of the Trust Indenture Act of 1939 the trustee, The Bank of New York Mellon Trust Company, National Association, a 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 Los Angeles, and State of California, on the 12th day of August, 2016.

 
THE BANK OF NEW YORK MELLON TRUST COMPANY,
 
NATIONAL ASSOCIATION
 
 
 
 
 
 
By:
/s/ Teresa Petta
 
 
Name: Teresa Petta
 
 
Title: Vice President




EXHIBIT 6

The consent of the trustee required by Section 321 (b) of the Trust Indenture Act of 1939


August 12, 2016


United States
Securities and Exchange Commission
Washington, D.C. 20549

Ladies and Gentlemen:

In connection with the qualification of the Indenture between Anadarko Petroleum Corporation and The Bank of New York Mellon Trust Company, National Association, as trustee, the undersigned, in accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, hereby consents that the reports of examinations of the undersigned, made by Federal, State, Territorial, or District authorities may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

 
THE BANK OF NEW YORK MELLON TRUST
 
COMPANY, NATIONAL ASSOCIATION
 
 
 
 
By:
/s/ Teresa Petta
 
Name: Teresa Petta
 
Title: Vice President






EXHIBIT 7

Consolidated Report of Condition of
THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION
of 400 South Hope Street, Suite 500, Los Angeles, CA 90071

At the close of business June 30, 2016, published in accordance with Federal regulatory authority instructions.

 
 
 
 
 
Dollar Amounts
 
 
 
 
 
in Thousands
ASSETS
 
 
 
 
 
 
 
Cash and balances due from
 
 
 
depository institutions:
 
 
 
Noninterest-bearing balances
 
 
 
  and currency and coin
5,220

 
 
Interest-bearing balances
359,936

Securities:
 
 
 
 
 
Held-to-maturity securities
0

 
 
Available-for-sale securities
647,868

Federal funds sold and securities
 
 
 
 
purchased under agreements to resell:
 
 
 
 
 
Federal funds sold
0

 
 
Securities purchased under agreements to resell
0

Loans and lease financing receivables:
 
 
 
 
 
Loans and leases held for sale
0

 
 
Loans and leases, net of unearned income
0

 
 
LESS: Allowance for loan and lease losses
0

 
 
Loans and leases, net of unearned
 
 
 
  income and allowance
0

Trading assets
0

Premises and fixed assets (including
 
 
 
capitalized leases)
10,881

Other real estate owned
0

Investments in unconsolidated
 
 
 
subsidiaries and associated
 
 
 
 
 
companies
0

Direct and indirect investments in real estate ventures
0

Intangible assets:
 
 
 
 
Goodwill
856,313

 
Other intangible assets
64,065

Other assets
128,760

Total assets
$
2,073,043

LIABILITIES
 
 
 
 
 
 
 
Deposits:
 
 
 
 
In domestic offices
525

 
 
Noninterest-bearing
525

 
 
 
 
Interest-bearing
0

 
 
 
Not applicable
 
Federal funds purchased and securities
 
 
 
sold under agreements to repurchase:
 




 
 
Federal funds purchased
0

 
 
Securities sold under agreements to repurchase
0

Trading liabilities
0

Other borrowed money:
 
 
 
(includes mortgage indebtedness
 
 
 
and obligations under capitalized
 
 
 
leases)
0

Not applicable
 
Not applicable
 
Subordinated notes and debentures
0

Other liabilities
284,265

Total liabilities
284,790

Not applicable
 
EQUITY CAPITAL
 
 
 
 
 
Perpetual preferred stock and related surplus
0

Common stock
1,000

Surplus (exclude all surplus related to preferred stock)
1,122,601

Not available
 
 
Retained earnings
663,308

 
Accumulated other comprehensive income
1,344

Other equity capital components
0

Not available
 
 
Total bank equity capital
1,788,253

 
Noncontrolling (minority) interests in consolidated subsidiaries
0

Total equity capital
 
 
1,788,253

Total liabilities and equity capital
 
 
2,073,043


I, Matthew J. McNulty, CFO of the above-named bank, do hereby declare that the Reports of Condition and Income (including the supporting schedules) for this report date 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 belief.

    
Matthew J. McNulty
)
CFO



We, the undersigned directors (trustees), attest to the correctness of the Reports of Condition (including the supporting schedules) for this report date 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.

    
Antonio I.Portuondo, President
)
 
William D. Lindelof, Director
)
Directors (Trustees)
Alphonse J. Briand, Director
)