EXHIBIT 25-A
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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM T-1
STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION
DESIGNATED TO ACT AS TRUSTEE
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CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO
SECTION 305(B)(2) [_]
FIRST ALABAMA BANK
(EXACT NAME OF TRUSTEE AS SPECIFIED IN ITS CHARTER)
ALABAMA STATE BANKING CORPORATION ▇▇-▇▇▇▇▇▇▇
(JURISDICTION OF INCORPORATION OR (I.R.S. EMPLOYER IDENTIFICATION NO.)
ORGANIZATION IF NOT A U.S. NATIONAL
BANK)
▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇
▇▇▇▇▇▇▇ (▇▇▇ CODE)
(ADDRESS OF PRINCIPAL EXECUTIVE
OFFICES)
▇▇▇ ▇. ▇▇▇▇▇▇▇▇ FIRST ALABAMA BANK ▇▇▇ ▇▇▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇
▇▇▇▇▇ (205) 326-7227
(NAME, ADDRESS AND TELEPHONE NUMBER OF AGENT FOR SERVICE)
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BELLSOUTH TELECOMMUNICATIONS, INC.
(EXACT NAME OF OBLIGOR AS SPECIFIED IN ITS CHARTER)
GEORGIA ▇▇-▇▇▇▇▇▇▇
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER IDENTIFICATION NO.)
INCORPORATION OR ORGANIZATION)
▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇▇ ▇▇., ▇.▇. ▇▇▇▇▇▇▇, ▇▇▇▇▇
GEORGIA (ZIP CODE)
(ADDRESS OF PRINCIPAL EXECUTIVE
OFFICES)
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DEBT SECURITIES
(TITLE OF THE INDENTURE SECURITIES)
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GENERAL
ITEM 1. GENERAL INFORMATION.
(a) Name and address of each examining or supervising authority to which it
is subject.
Federal Deposit Insurance Corporation, Washington, D.C.
Alabama State Banking Department, Montgomery, AL.
(b) Whether it is authorized to exercise corporate trust powers.
Yes.
ITEM 2. AFFILIATIONS WITH THE OBLIGOR.
None.
ITEM 3. VOTING SECURITIES OF THE TRUSTEE.
Not applicable.
ITEM 4. TRUSTEESHIPS UNDER OTHER INDENTURES.
Not applicable.
ITEM 5. INTERLOCKING DIRECTORATES AND SIMILAR RELATIONSHIPS WITH THE OBLIGOR OR
UNDERWRITERS.
Not applicable.
ITEM 6. VOTING SECURITIES OF THE TRUSTEE OWNED BY THE OBLIGOR OR ITS OFFICIALS.
Not applicable.
ITEM 7. VOTING SECURITIES OF THE TRUSTEE OWNED BY UNDERWRITERS OR THEIR
OFFICIALS.
Not applicable.
ITEM 8. SECURITIES OF THE OBLIGOR OWNED OR HELD BY THE TRUSTEE.
Not applicable.
ITEM 9. SECURITIES OF UNDERWRITERS OWNED OR HELD BY THE TRUSTEE.
Not applicable.
ITEM 10. OWNERSHIP OR HOLDINGS BY THE TRUSTEE OF VOTING SECURITIES OF CERTAIN
AFFILIATES OR SECURITY HOLDERS OF THE OBLIGOR.
Not applicable.
ITEM 11. OWNERSHIP OR HOLDINGS BY THE TRUSTEE OF ANY SECURITIES OF A PERSON
OWNING 50 PERCENT OR MORE OF THE VOTING SECURITIES OF THE OBLIGOR.
Not applicable.
ITEM 12. INDEBTEDNESS OF THE OBLIGOR TO THE TRUSTEE.
Not applicable.
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ITEM 13. DEFAULTS BY THE OBLIGOR.
(a) Whether there is or has been a default with respect to the securities
under this indenture.
There is not and has not been any such default.
(b) If the trustee is a trustee under another indenture under which any
other securities, or certificates of interest or participation in any
other securities, of the obligor are outstanding, or is trustee for
more than one outstanding series of securities under the indenture,
state whether there has been a default under any such indenture or
series.
There has not been any such default.
ITEM 14. AFFILIATIONS WITH THE UNDERWRITERS.
Not applicable.
ITEM 15. FOREIGN TRUSTEE.
Not applicable.
ITEM 16. LIST OF EXHIBITS.
The additional exhibits listed below are filed herewith: exhibits, if any,
identified in parentheses are on file with the Commission and are incorporated
herein by reference as exhibits hereto pursuant to Rule 7a-29 under the Trust
Indenture Act of 1939 and Rule 24 of the Commission's Rules of Practice.
EXHIBIT
NUMBER
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1 --Restated Articles of Incorporation of the Trustees as now in effect.
(Exhibit 1 to Form T-1, Registration No. 22-21909).
2 --Not applicable.
3 --Authorization of the Trustee to exercise corporate trust powers.
(Exhibit 3 to Form T-1, Registration No. 22-21909).
4 --Bylaws of the Trustee. (Exhibit 4 to Form T-1, Registration No. 33-
60351).
5 --Not applicable.
6 --Consent of the Trustee required by Section 321(b) of the Trust
Indenture Act of 1939, as amended.
7 --Latest report of condition of the Trustee published pursuant to law
or the requirements of its supervising or examining authority as of
the close of business on June 30, 1995.
8 --Not applicable.
9 --Not applicable.
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SIGNATURE
Pursuant to the requirements of the Trust Indenture Act of 1939, as amended,
the Trustee, First Alabama Bank, an Alabama banking corporation, has duly
caused this statement of eligibility to be signed on its behalf by the
undersigned, thereunto duly authorized, all in the City of Birmingham and the
State of Alabama, on the 18th day of October, 1995.
First Alabama Bank
By___________________________________
▇▇▇ ▇. ▇▇▇▇▇▇▇▇ SENIOR VICE
PRESIDENT-- CORPORATE TRUST
MANAGER
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EXHIBIT 6
5
EXHIBIT 6
CONSENT OF TRUSTEE
Pursuant to the requirements of Section 321(b) of the Trust Indenture Act of
1939, as amended, in connection with the proposed issue of Debt Securities by
BellSouth Telecommunications, Inc., we hereby consent that reports of
examination by Federal, State, Territorial or District authorities may be
furnished by such authorities to the Securities and Exchange Commission upon
request therefor.
First Alabama Bank
By __________________________________
▇▇▇ ▇. ▇▇▇▇▇▇▇▇
SENIOR VICE PRESIDENT--
CORPORATE TRUST MANAGER
Dated: October 18, 1995
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EXHIBIT 7
7
FIRST ALABAMA BANK Call Date: 06/30/95 ST-BK: 01-0310 FFIEC 031
▇.▇. ▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Vendor ID: D CERT: 12368
Transit
Number: 06200569
CONSOLIDATED REPORT OF CONDITION FOR INSURED COMMERCIAL AND STATE-CHARTERED
SAVINGS BANKS FOR JUNE 30, 1995
All schedules are to be reported in thousands of dollars. Unless otherwise
indicated, report the amount outstanding as of the last business day of the
quarter.
SCHEDULE RC--BALANCE SHEET C400
DOLLAR AMOUNTS
RCFD IN THOUSANDS
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ASSETS
1. Cash and balances due from depository
institutions (from Schedule RC-A):
a. Noninterest-bearing balances and currency
and coin(1)................................. 0081 548,468
b. Interest-bearing balances(2)................ 0071 0
2. Securities:
a. Held-to-maturity securities (from Schedule
RC-B, column A)............................. 1754 1,448,386
b. Available-for-sale securities (from Schedule
RC-B, column D)............................. 1773 475,384
3. Federal funds sold and securities purchased
under agreements to resell in domestic
offices of the bank and of its Edge and
Agreement subsidiaries, and in IBFs:
a. Federal funds sold.......................... 0276 305
b. Securities purchased under agreements to
resell...................................... 0277 590
RCFD
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4. Loans and lease financing receivables:
a. Loans and leases, net of
unearned income
(from Schedule RC-C)......... 2122 7,134,087
b. LESS: Allowance for loan and
lease losses................. 3123 92,951
c. LESS: Allocated transfer risk
reserve...................... 3128 0
d. Loans and leases, net of unearned income,
allowance, and reserve
(item 4.a minus 4.b and 4.c)................ 2125 7,041,136
5. Trading assets (from Schedule RC-D).......... 3545 3,505
6. Premises and fixed assets (including
capitalized leases).......................... 2145 120,022
7. Other real estate owned (from Schedule RC-
M)........................................... 2150 1,561
8. Investments in unconsolidated subsidiaries
and associated companies (from Schedule RC-
M)........................................... 2130 16,174
9. Customers' liability to this bank on
acceptances outstanding...................... 2155 37,769
10. Intangible assets (from Schedule RC-M)....... 2143 94,494
11. Other assets (from Schedule RC-F)............ 2160 167,669
12. Total assets (sum of items 1 through 11)..... 2170 9,955,463
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(1) Includes cash items in process of collection and unposted debits.
(2) Includes time certificates of deposit not held for trading.
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FIRST ALABAMA BANK Call Date: 06/30/95 ST-BK: 01-0310 FFIEC 031
▇.▇. ▇▇▇ ▇▇▇▇▇
▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ Vendor ID: D CERT: 12368
Transit Number:
06200569
SCHEDULE RC--CONTINUED
DOLLAR AMOUNTS
RCON IN THOUSANDS
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LIABILITIES
13. Deposits:
a. In domestic offices (sum of
totals of columns A and C
from Schedule RC-E,
part I)...................... 2200 7,479,475
RCON
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(1) Noninterest-
bearing(1).... 6631 1,252,325
(2) Interest-
bearing....... 6636 6,227,150
RCFN
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b. In foreign offices, Edge and
Agreement subsidiaries, and
IBF (from Schedule RC-E,
part II)..................... 2200 363,548
RCFN
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(1) Noninterest-
bearing....... 6631 0
(2) Interest-
bearing....... 6636 363,548
14. Federal funds purchased and
securities sold under
agreements to repurchase in
domestic offices of the bank
and of its Edge and Agreement
subsidiaries, and in IBFs:
RCFD
----
a. Federal funds purchased...... 0278 778,529
b. Securities sold under
agreements to repurchase..... 0279 296,565
RCON
----
15. a. Demand notes issued to the
U.S. Treasury................ 2840 0
RCFD
----
b. Trading Liabilities (from
Schedule RC-D.).............. 3548 483
16. Other borrowed
money:
a. With original maturity of one
year or less................. 2332 127
b. With original maturity of
more than one year........... 2333 51,940
17. Mortgage indebtedness and
obligations under capitalized
leases.......................... 2910 4,297
18. Bank's liability on
acceptances executed and
outstanding..................... 2920 37,769
19. Subordinated notes and
debentures...................... 3200 0
20. Other liabilities (from
Schedule RC-G).................. 2930 120,120
21. Total liabilities (sum of
items 13 through 20)............ 2948 9,132,853
22. Limited-life preferred stock
and related surplus............. 3282 0
EQUITY CAPITAL
RCFD
----
23. Perpetual preferred stock and
related surplus................. 3838 0
24. Common stock.................... 3230 100
25. Surplus (exclude all surplus
related to preferred stock)..... 3839 168,046
26. a. Undivided profits and
capital reserves............. 3632 649,314
b. Net unrealized holding gains
(losses) on available-for-sale
securities................... 8434 5,150
27. Cumulative foreign currency
translation adjustments......... 3284 0
28. Total equity capital (sum of
items 23 through 27)............ 3210 822,610
29. Total liabilities, limited-
life preferred stock, and
equity capital (sum of items
21, 22, and 28)................. 3300 9,955,463
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MEMORANDUM
To be reported only with the March Report of Condition.
RCFD NUMBER
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1. Indicate in the box at the right the number of the
statement below that best describes the most
comprehensive level of auditing work performed for
the bank by independent external auditors as of any
date during 1994...................................... 6724 N/A
1 = Independent audit of the bank conducted in accordance with generally
accepted auditing standards by a certified public accounting firm which
submits a report on the bank
2 = Independent audit of the bank's parent holding company conducted in
accordance with generally accepted auditing standards by a certified
public accounting firm which submits a report on the consolidated holding
company (but not on the bank separately)
3 = Directors' examination of the bank conducted in accordance with generally
accepted auditing standards by a certified public accounting firm (may be
required by state chartering authority)
4 = Directors' examination of the bank performed by other external auditors
(may be required by state chartering authority)
5 = Review of the bank's financial statements by external auditors
6 = Compilation of the bank's financial statements by external auditors
7 = Other audit procedures (excluding tax preparation work)
8 = No external audit work
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(1) Includes total demand deposits and noninterest-bearing time and savings
deposits.
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