-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, WhyY08p3far3j5ihZGFW6CbtvH1RdL5sRQWDQMKOQCVXbsqtcprh6nk1hVXAwUV4 NusH09FTbem8agUJ1xMtzg== 0000801898-06-000198.txt : 20061101 0000801898-06-000198.hdr.sgml : 20061101 20061031184146 ACCESSION NUMBER: 0000801898-06-000198 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20061031 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20061101 DATE AS OF CHANGE: 20061031 FILER: COMPANY DATA: COMPANY CONFORMED NAME: JOY GLOBAL INC CENTRAL INDEX KEY: 0000801898 STANDARD INDUSTRIAL CLASSIFICATION: MINING MACHINERY & EQUIP (NO OIL & GAS FIELD MACH & EQUIP) [3532] IRS NUMBER: 391566457 STATE OF INCORPORATION: DE FISCAL YEAR END: 1029 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09299 FILM NUMBER: 061176809 BUSINESS ADDRESS: STREET 1: 100 EAST WISCONSIN AVE SUITE 2780 CITY: MILWAUKEE STATE: WI ZIP: 53201-0554 BUSINESS PHONE: 4144866400 MAIL ADDRESS: STREET 1: 100 EAST WISCONSIN AVE SUITE 2780 CITY: MILWAUKEE STATE: WI ZIP: 53201-0554 FORMER COMPANY: FORMER CONFORMED NAME: HARNISCHFEGER INDUSTRIES INC DATE OF NAME CHANGE: 19920703 8-K 1 eightkt1.htm EDGAR Ease+ -- , , -- Complete View

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):      October 31, 2006    


Joy Global Inc.
(Exact name of registrant as specified in its charter)


Delaware 1-9299 39-1566457
(State or other jurisdiction
of incorporation)
(Commission File Number) (IRS Employer Identification No.)
100 East Wisconsin Avenue
Suite 2780
Milwaukee, WI 53202
(Address of Principal Executive Offices)

414-319-8500
(Registrants telephone number, including area code)



(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]        Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]        Solicitating material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]        Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]        Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


ITEM 9.01 Financial Statements and Exhibits

      (d) Exhibits

        The following execution copies of Exhibits to the Form S-3 Registration Statement of the Registrant (File No. 333-121569) are hereby filed:

    25.1   Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of the Trustee under the senior indentures for the senior debt securities. (Certain exhibits to Form T-1 are incorporated by reference to Exhibit 25.1)



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

      JOY GLOBAL INC.



Date: October 31, 2006 By: /s/Oren B. Azar
      Oren B. Azar
      Associate General Counsel and Secretary
      
      

EXHIBIT INDEX

Exhibit NumberDescription
25.1Statement of Eligibility on Form T-1 under the Trust Indenture Act of 1939, as amended, of the Trustee under the senior indentures for the senior debt securities. (Certain exhibits to Form T-1 are incorporated by reference to Exhibit 25.1)

EX-25 2 exhibittwentyfive.htm

 


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)

 

WELLS FARGO BANK, NATIONAL ASSOCIATION

(Exact name of trustee as specified in its charter)

 

A National Banking Association

94-1347393

 

(Jurisdiction of incorporation or

(I.R.S. Employer

 

organization if not a U.S. national

Identification No.)

bank)

 

101 North Phillips Avenue

Sioux Falls, South Dakota

57104

 

(Address of principal executive offices)

(Zip code)

 

Wells Fargo & Company

Law Department, Trust Section

MAC N9305-175

Sixth Street and Marquette Avenue, 17th Floor

Minneapolis, Minnesota 55479

(612) 667-4608

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

_____________________________

 

JOY GLOBAL INC.

(Exact name of obligor as specified in its charter)

 

 

Delaware

39-1566457

 

(State or other jurisdiction of

(I.R.S. Employer

 

incorporation or organization)

Identification No.)

 

100 East Wisconsin Avenue

Suite 2780

Milwaukee, Wisconsin

53202

 

(Address of principal executive offices)

(Zip code)

___________________

Senior 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

Treasury Department

Washington, D.C.

 

Federal Deposit Insurance Corporation

Washington, D.C.

 

Federal Reserve Bank of San Francisco

San Francisco, California 94120

 

 

(b)

Whether it is authorized to exercise corporate trust powers.

 

The trustee is authorized to exercise corporate trust powers.

 

Item 2.

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

 

None with respect to the trustee.

 

No responses are included for Items 3-14 of this Form T-1 because the obligor is not in default as provided under Item 13.

 

Item 15. Foreign Trustee.

Not applicable.

 

Item 16. List of Exhibits.

List below all exhibits filed as a part of this Statement of Eligibility.

 

 

Exhibit 1.

A copy of the Articles of Association of the trustee now in effect.*

 

 

Exhibit 2.

A copy of the Comptroller of the Currency Certificate of Corporate

Existence and Fiduciary Powers for Wells Fargo Bank, National Association, dated November 8, 2005.**

 

 

Exhibit 3.

See Exhibit 2

 

 

Exhibit 4.

Copy of By-laws of the trustee as now in effect.***

 

 

Exhibit 5.

Not applicable.

 

 

Exhibit 6.

The consent of the trustee required by Section 321(b) of the Act.

 

 

Exhibit 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.

 

 

Exhibit 8.

Not applicable.

 

 

Exhibit 9.

Not applicable.

 

* Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of Trans-Lux Corporation file number 022-28721.

 

 

 

 

** Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of Trans-Lux Corporation file number 022-28721.

 

*** Incorporated by reference to the exhibit of the same number to the trustee’s Form T-1 filed as exhibit 25 to the Form T-3 dated March 3, 2004 of Trans-Lux Corporation file number 022-28721.

 

 

 

 

 

 

 

SIGNATURE

 

Pursuant to the requirements of the Trust Indenture Act of 1939, as amended, the trustee, Wells Fargo Bank, 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 Minneapolis and State of Minnesota on the 31st of October, 2006.

 

 

 

 

 

WELLS FARGO BANK, NATIONAL ASSOCIATION

 

 

 

/s/ Corbin B. Connell                                

 

Corbin B. Connell

 

 

Assistant Vice President

 

 

 

 

 

 

 

EXHIBIT 6

 

 

October 31, 2006

 

 

Securities and Exchange Commission

Washington, D.C. 20549

 

Gentlemen:

 

In accordance with Section 321(b) of the Trust Indenture Act of 1939, as amended, the undersigned hereby consents that reports of examination of the undersigned made by Federal, State, Territorial, or District authorities authorized to make such examination may be furnished by such authorities to the Securities and Exchange Commission upon its request therefor.

 

 

 

 

Very truly yours,

 

 

WELLS FARGO BANK, NATIONAL ASSOCIATION

 

 

 

/s/ Corbin B. Connell                                

 

Corbin B. Connell

 

 

Assistant Vice President

 

 

 

 

 

 

Exhibit 7

 

Consolidated Report of Condition of

 

Wells Fargo Bank National Association

of 101 North Phillips Avenue, Sioux Falls, SD 57104

And Foreign and Domestic Subsidiaries,

at the close of business June 30, 2006, filed in accordance with 12 U.S.C. §161 for National Banks.

 

 

Dollar Amounts

 

In Millions

 

______________

ASSETS

Cash and balances due from depository institutions:

 

Noninterest-bearing balances and currency and coin

$ 13,979

 

Interest-bearing balances

1,191

Securities:

 

Held-to-maturity securities

0

 

Available-for-sale securities

66,952

Federal funds sold and securities purchased under agreements to resell:

 

Federal funds sold in domestic offices

3,086

 

Securities purchased under agreements to resell

1,172

Loans and lease financing receivables:

 

Loans and leases held for sale

37,950

 

Loans and leases, net of unearned income

238,918

 

 

LESS: Allowance for loan and lease losses

2,248

 

 

Loans and leases, net of unearned income and allowance

236,670

Trading Assets

5,267

Premises and fixed assets (including capitalized leases)

3,910

Other real estate owned

443

Investments in unconsolidated subsidiaries and associated companies

346

Intangible assets

 

Goodwill

8,800

 

 

Other intangible assets

16,333

 

Other assets

19,760

 

 

___________

 

Total assets

$415,859

 

LIABILITIES

Deposits:

 

In domestic offices

$298,672

 

Noninterest-bearing

80,549

 

 

Interest-bearing

218,123

 

 

In foreign offices, Edge and Agreement subsidiaries, and IBFs

30,514

 

Noninterest-bearing

4

 

 

Interest-bearing

30,510

 

Federal funds purchased and securities sold under agreements to repurchase:

 

Federal funds purchased in domestic offices

3,648

 

 

Securities sold under agreements to repurchase

6,066

 

 

 

 

 

 

 

Dollar Amounts

 

In Millions

 

_______________

 

Trading liabilities

4,376

Other borrowed money

 

(includes mortgage indebtedness and obligations under capitalized leases)

4,184

 

Subordinated notes and debentures

9,596

 

Other liabilities

21,394

 

 

_______

Total liabilities

$378,450

 

Minority interest in consolidated subsidiaries

56

 

EQUITY CAPITAL

Perpetual preferred stock and related surplus

0

 

Common stock

520

 

Surplus (exclude all surplus related to preferred stock)

24,711

 

Retained earnings

12,231

 

Accumulated other comprehensive income

-109

 

Other equity capital components

0

 

 

________

Total equity capital

37,353

 

 

________

Total liabilities, minority interest, and equity capital

$415,859

 

 

 

I, Karen B. Martin, Vice President of the above-named bank do hereby declare that this Report of Condition has been prepared in conformance with the instructions issued by the appropriate Federal regulatory authority and is true to the best of my knowledge and belief.

 

 

 

Karen B. Martin

 

 

Vice President

 

We, the undersigned directors, attest to the correctness of this Report of Condition 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.

 

Dave Hoyt

John Stumpf

Directors

Avid Modjtabai

 

 

 

 

 

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